Mangoceuticals, Inc. SEC Filings

Mangoceuticals, Inc. has filed a Form S-1 registering up to 2,640,178 shares of common stock for resale by existing stockholders. The shares consist of 1,930,502 shares issuable upon exercise of common stock purchase warrants at an exercise price of $1.4245 per share and 709,676 already issued shares that were sold to accredited investors at $1.55 per share. The company is not selling any shares itself in this offering and will not receive proceeds from stockholder resales, but would receive cash if holders exercise the warrants, which it plans to use for general working capital. The selling stockholders may sell their shares over time in various types of public or private transactions. Mangoceuticals’ common stock trades on Nasdaq under the symbol “MGRX”, and the last reported price on January 12, 2026 was $0.785 per share.

Mangoceuticals, Inc. reported an insider stock transaction by its Chief Financial Officer. On 12/15/2025, the CFO sold 3,333 shares of the company’s common stock at a price of $1.1653 per share. After this sale, the CFO beneficially owned 120,000 shares, held directly. The filing reflects a routine update of the officer’s ownership position and does not list any derivative securities transactions.

Mangoceuticals, Inc. director reports stock sale in Form 4 filing. A board member of Mangoceuticals, Inc. (MGRX) disclosed the sale of 125,000 shares of common stock on 11/19/2025, reported under transaction code "S" for a sale. The weighted average sale price was $1.223 per share.

These shares were sold in multiple trades at prices ranging from $1.195 to $1.2465 per share. Following this transaction, the reporting person beneficially owns 3,334 shares of Mangoceuticals common stock in direct ownership.

Mangoceuticals, Inc. (MGRX) filed Amendment No. 1 to its Q2 2025 Form 10‑Q to correct the Exhibit 32.1 hyperlink, add Item 408(a) disclosures, and include related XBRL tagging. The amendment is presented as of the original filing date and does not otherwise update prior disclosures.

For the quarter ended June 30, 2025, revenue was $168,109 with a net loss of $5,415,820. For the first half of 2025, revenue totaled $277,415, gross profit $152,012, and net loss $10,255,309. Operating expenses for the first half were $10,273,696, including $4,165,924 of stock‑based compensation. Cash and cash equivalents were $101,019 at June 30, 2025. Shares outstanding were 10,535,791 as of August 14, 2025.

The balance sheet reflects $20,694,893 of net intangible assets (acquired patents and license) and total stockholders’ equity of $19,243,064 at June 30, 2025. The previously disclosed 1‑for‑15 reverse stock split effective October 16, 2024 has been retroactively reflected throughout.

Mangoceuticals, Inc. (MGRX) filed a Form 8-K announcing it issued a press release titled “Mangoceuticals Provides Clarification Regarding Availability of Branded GLP,” clarifying a prior press release issued on the same day.

The company furnished the press release as Exhibit 99.1, which is incorporated by reference into the filing. The disclosure is presented under Item 8.01 – Other Events, with no additional transactions or financial results included in this report.

Mangoceuticals (MGRX) reported a corporate update. The company furnished an 8-K noting it issued a press release discussing a partnership with Eli Lilly and Novo Nordisk to deliver affordable access to Zepbound and Wegovy. The press release is included as Exhibit 99.1 and incorporated by reference.

The update was disclosed under Item 8.01 (Other Events). No financial terms or timelines were provided in the excerpt.

Mangoceuticals (MGRX) reported a corporate update. The company furnished an 8-K noting it issued a press release discussing a partnership with Eli Lilly and Novo Nordisk to deliver affordable access to Zepbound and Wegovy. The press release is included as Exhibit 99.1 and incorporated by reference.

The update was disclosed under Item 8.01 (Other Events). No financial terms or timelines were provided in the excerpt.

Mangoceuticals, Inc. (MGRX) reported multiple corporate actions. The company signed a five-year Lease beginning November 1, 2025 for approximately 2,467 sq. ft. plus 1,253 sq. ft. of shared space at 17130 Dallas Parkway. Monthly Base Rent totals $4,852, and the company will also pay its 14.81% pro‑rata share of taxes, insurance, and common area costs. At signing, it prepaid $6,141 for the first month’s Base and Additional Rent and posted a $14,557 security deposit. The Lease includes a right of first refusal to purchase the Premises.

The company entered into a Separation Agreement with COO Amanda Hammer, whose employment ended October 22, 2025. Mangoceuticals will pay nine months of salary in equal monthly installments starting November 1, 2025, and may request optional consulting at $86 per hour. No material termination penalties were incurred beyond the disclosed separation payments.

Under Item 3.02, holders converted Series B Convertible Preferred Stock into common stock: Indigo Capital LP converted 500 shares into 366,667 common shares at a $1.50 conversion price, and Platinum Point Capital, LLC converted 32 shares into 23,466 common shares at the same price. The company cited the Section 3(a)(9) exemption; resale of conversion shares has been registered on an effective registration statement.

Mangoceuticals, Inc. reports an Amendment No. 5 to a Schedule 13D filed by Jacob D. Cohen and The Tiger Cub Trust showing combined beneficial ownership of 2,044,356 shares, representing 14.6% of the outstanding common stock (based on 13,266,437 shares outstanding as of September 11, 2025). The filing discloses a May 2, 2025 $100,000 loan from The Tiger Cub Trust at 18% annual interest that was amended on July 21, 2025 into an Amended and Restated Convertible Promissory Note (A&R Note) convertible at $1.785 per share and accompanied by warrants to purchase 50,000 shares at $1.815 per share. Mr. Cohen gifted 200,000 shares to the Trust and was granted a 500,000 share bonus plus options to buy 2,000,000 shares (exercise price $2.30, 10-year term) with specified vesting.

Mangoceuticals, Inc. entered into a private placement of its common stock with accredited investors. The company sold 709,677 shares of restricted common stock at $1.55 per share, raising a total of $1,100,000 in gross proceeds. The investors received piggyback registration rights for one year following the subscription dates, meaning their shares can be included in certain future registration statements if the company registers other shares.

The transaction was completed through four Subscription Agreements with five accredited investors and relied on exemptions from SEC registration under Section 4(a)(2) and/or Rule 506 of Regulation D. There was no general solicitation, no underwriters or agents were involved, and no underwriting discounts or commissions were paid. The issued securities are subject to transfer restrictions and bear legends stating they are unregistered and may only be resold pursuant to registration or a valid exemption.