Functional Brands closes $8M preferred stock private placement and Nasdaq direct listing

Functional Brands Inc.

Closed private placement of 100,000 Series A and 80,000 Series B convertible preferred shares for gross proceeds of $8M.
Series A pays escalating cash dividends (5%-15% annual, +3%/mo after month 18), convertible at lowest of four formulas subject to $4 floor.
Series B convertible at lower of prior close or valuation cap of $56M; company may redeem up to 25% of future financings.
Concurrently completed direct listing of common stock on Nasdaq under ticker MEHA.

item 1.01 item 5.03 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Functional Brands Inc.: Filed Certificates of Designations for Series A and B Preferred Stock (effective 2025-10-09).

Change: charter amendment
Effective: 2025-10-09

Exact text from the filing

On October 9, 2025, the Company filed Certificates of Designations, Preferences and Rights for the purpose of designating and establishing the Company’s Series A Preferred and the Series B Preferred.

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241 governance changes filed in the last 30 days. Browse all governance changes →

Functional Brands Inc. filing history →

Source: SEC EDGAR

accession 0001213900-25-106971

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