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Nutra Pharma shifts 62.63% voting power to Pure Raw

Control of Nutra Pharma Corp. shifted on August 21, 2026, as Pure Raw Supplies, LLC became the controlling stockholder through supervoting preferred shares.

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

NUTRA PHARMA CORP (NPHC) reports a change in control driven by a transfer of preferred stock voting power. On August 21, 2026, Rik Deitsch transferred 12,000,000 shares of the company’s Series B Preferred Stock to Pure Raw Supplies, LLC as a gift and for no consideration. These Series B shares carry supermajority voting rights that allow the holder to control the outcome of substantially all matters submitted to stockholders. As a result, Pure Raw Supplies, LLC became the controlling stockholder of the company on that date, holding 62.63% of the total voting power of Nutra Pharma’s outstanding capital stock, voting power that had previously been held by Rik Deitsch.

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Item 5.01 Changes in Control of Registrant Governance
A change in control of the company occurred, such as through a merger, takeover, or management buyout.
Series B Preferred Shares Transferred 12,000,000 shares Gift transfer from Rik Deitsch to Pure Raw Supplies, LLC on August 21, 2026
Voting Power After Transfer 62.63% of total voting power Held by Pure Raw Supplies, LLC immediately following the Series B Preferred Stock transfer
Transfer Date August 21, 2026 Date the 12,000,000 Series B Preferred shares were transferred and change in control occurred
Series B Preferred Stock financial
"transferred twelve million (12,000,000) shares of the Company’s Series B Preferred Stock"
Series B preferred stock is a type of ownership share issued by a company that offers certain advantages over common stock, such as priority in receiving dividends or assets if the company is sold or liquidated. It is typically issued after an initial round of funding, making it a way for investors to support a company's growth while gaining some protections and benefits. This stock matters to investors because it often provides a more secure investment position with potential for future growth.
supermajority voting rights financial
"the shares possess supermajority voting rights that provide the holder with voting power"
change in control financial
"As a result of the transfer of the Series B Preferred Stock, a change in control of the Company occurred"
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
controlling stockholder financial
"Pure Raw Supplies, LLC became the controlling stockholder of the Company"
A controlling stockholder is an individual or group that owns enough voting power in a company to shape major decisions—such as who sits on the board, whether to merge, or what strategy to pursue. Think of them as holding a majority of seats on a town council: their preferences often determine outcomes. Investors care because a controlling stockholder can push actions that benefit their interests, affect minority shareholders’ returns, and change the company’s risk and valuation.

FAQ

What change in control did NPHC disclose on August 21, 2026?

Nutra Pharma disclosed that on August 21, 2026, Rik Deitsch transferred 12,000,000 Series B Preferred shares to Pure Raw Supplies, LLC, causing a change in control as the voting power associated with those shares shifted to the transferee.

Who is now the controlling stockholder of NPHC?

Pure Raw Supplies, LLC became the controlling stockholder of Nutra Pharma Corp. on August 21, 2026, through its ownership of the Series B Preferred Stock, which carries supermajority voting rights over substantially all stockholder matters.

How much voting power does the new controlling holder have in NPHC?

Immediately after the transfer, Pure Raw Supplies, LLC held 62.63% of the total voting power of Nutra Pharma Corp.’s outstanding capital stock through its ownership of the Series B Preferred Stock.

Did NPHC receive any consideration for the preferred stock transfer?

No. The 12,000,000 Series B Preferred shares were transferred by Rik Deitsch to Pure Raw Supplies, LLC as a gift and for no consideration, meaning Nutra Pharma Corp. did not receive proceeds from this transfer.

What gives the Series B Preferred Stock at NPHC its control feature?

Under the Certificate of Designation for the Series B Preferred Stock, the shares carry supermajority voting rights that provide the holder with voting power sufficient to control substantially all matters submitted to Nutra Pharma’s stockholders for approval.

Who held NPHC’s controlling voting power before the transfer?

Before the August 21, 2026 transfer, the voting power associated with the Series B Preferred Stock—representing 62.63% of total voting power—was held by Rik Deitsch.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): August 21, 2026

 

NUTRA PHARMA CORP.

(Exact name of registrant as specified in its charter)

 

California

 

000-32141

 

91-2021600

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

6400 Park of Commerce Blvd

Suite 1B

Boca Raton, Florida 33487

(Address of principal executive offices)

 

+1 (954) 509-0911

(Registrant’s telephone number, including area code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class   Trading Symbol   Name of Each Exchange on Which Registered
Common Stock, par value $0.001 per share   NPHC   OTC Markets OTCPK

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 

 

Item 5.01. Changes in Control of Registrant.

 

On August 21, 2026, Rik Deitsch transferred twelve million (12,000,000) shares of the Company’s Series B Preferred Stock to Pure Raw Supplies, LLC as a gift and for no consideration.

 

Pursuant to the Certificate of Designation of the Series B Preferred Stock, the shares possess supermajority voting rights that provide the holder with voting power sufficient to control the outcome of substantially all matters submitted to the Company’s stockholders for approval.

 

As a result of the transfer of the Series B Preferred Stock, a change in control of the Company occurred on August 21, 2026, and Pure Raw Supplies, LLC became the controlling stockholder of the Company.

 

Immediately following the transfer, Pure Raw Supplies, LLC, through ownership of the Series B Preferred Stock, possessed 62.63% of the total voting power of the Company’s outstanding capital stock. Prior to the transfer, such voting power was held by Rik Deitsch.

 

No consideration was paid in connection with the transfer.

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

NURTA PHARMA CORP.  
     
By: /s/ Michael Flax  
Name: Michael Flax, DDS  
Title: Chief Executive Officer  
Date: September 2, 2026  

 

 

Filing Exhibits & Attachments

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