Tofutti Brands Inc SEC Filings

Tofutti Brands Inc. director and 10% owner Mordehchai Rapaport reported buying additional company stock. On 12/31/2025, he purchased 3,000 common shares of Tofutti Brands at a price of $0.73 per share, coded as an open-market or private purchase. Following this transaction, he beneficially owned 692,500 shares held indirectly through controlled entities. The filing was made as a Form 4 by a single reporting person.

Tofutti Brands reported an insider stock purchase by director and 10% owner Mordehchai Rapaport. On December 23, 2025, Rapaport, through controlled entities, acquired 55,000 common shares in an open-market purchase coded "P" at a price of $0.72 per share. Following this transaction, he beneficially owns 689,500 common shares indirectly through these controlled entities. The filing is a single-person Form 4, indicating a change in the insider’s equity holdings rather than any change to the company’s operations.

Tofutti Brands Inc. reported the results of its Annual Meeting of Shareholders held on December 18, 2025. Shareholders elected four directors — Joseph N. Himy, Scott Korman, Efraim Mintz, and Franklyn Snitow — with each receiving about 3.5 million votes “for” and roughly 110,000 votes “withheld”, plus 982,363 broker non-votes.

Shareholders approved, on a non-binding advisory basis, the company’s named executive officer compensation, with 3,495,161 votes for, 118,780 against, 4,318 abstentions, and 982,363 broker non-votes. They also expressed a preference for holding “say on pay” votes every three years, with 2,939,785 votes favoring a three-year frequency versus 668,111 for one year. Finally, shareholders ratified the appointment of Rosenberg Rich Baker Berman, P.A. as independent registered public accounting firm for the 2025 fiscal year, with 4,503,584 votes for, 76,085 against, and 20,933 abstentions.

Mordehchai Rapaport, a director of Tofutti Brands Inc., reported buying 3,250 common shares on 12/17/2025 at $0.77 per share. The transaction increased his indirect holdings to 634,500 shares, which are held through controlled entities. The filing is made by a single reporting person and reflects ownership reported as indirect rather than directly held.

Tofutti Brands Inc. is holding its 2025 Annual Meeting of Shareholders on December 18, 2025 at 10:00 a.m. in Cranford, New Jersey. Shareholders of record as of November 18, 2025, when 5,153,706 shares of common stock were outstanding, may vote on four proposals.

Items up for vote include electing four directors, a non-binding say-on-pay approval of executive compensation, a non-binding vote on how often future say-on-pay votes occur, and ratification of Rosenberg Rich Baker Berman, P.A. as auditor for fiscal 2025. The Estate of David Mintz holds 2,630,440 shares, or 51.04% of the outstanding stock, and has indicated it intends to vote in favor of all proposals. The sole executive officer, Steven Kass, received salary of $200,000 in both 2024 and 2023, and audit and audit-related fees totaled $124,800 for 2024 and $182,000 for 2023.

Tofutti Brands (TOFB) filed its Q3 10‑Q, reporting lower sales but stronger margins. Net sales were $1,907,000 versus $1,986,000 a year ago, while the net loss narrowed to $137,000 from $207,000. Year to date, sales were $5,527,000 versus $6,481,000, reflecting softer demand in vegan cheeses and frozen desserts. Gross profit improved to $519,000 in the quarter, with margin rising to 27% from 24%, helped by price increases and lower promotional allowances.

Operating costs trended lower in general and administrative, and operating cash flow turned positive at $174,000 for the year to date versus a $655,000 use last year. Cash was $630,000 with working capital of $2,598,000, and management states current resources should support needs over the next twelve months. The company reported material weaknesses and concluded disclosure controls and internal control over financial reporting were ineffective as of September 27, 2025. Shares outstanding were 5,153,706 as of November 11, 2025.

Tofutti Brands (TOFB) furnished an 8-K announcing it reported results of operations for the thirteen and thirty-nine weeks ended September 27, 2025. The company attached a press release as Exhibit 99.1, dated November 11, 2025.

The information was furnished under Item 2.02 and is not deemed filed under the Exchange Act.

Tofutti Brands (TOFB) insider activity: A company director reported open-market purchases of common shares. On 11/06/2025, 2,808 shares were bought at $0.72 each, and on 11/07/2025, 350 shares were bought at $0.72 each. Following these transactions, the director reported beneficial ownership of 630,900 shares and then 631,250 shares, held indirectly through controlled entities.

Tofutti Brands (TOFB) director Mordehchai Rapaport reported an open-market purchase of 3,392 common shares at $0.67 per share on November 3, 2025.

Following the transaction, Rapaport beneficially owns 628,092 shares, held directly, according to the Form 4. No derivative securities transactions were reported.