VFRM / Veritas Farms, Inc. - SEC Filings, Annual Report, Proxy Statement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 333-210190 NOTIFICATION OF LATE FILING (Check One) : ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): June 9, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): June 9, 2025 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other jurisdiction of incorporation) (Commission File Number

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 333-210190 NOTIFICATION OF LATE FILING (Check One) : ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 333-210190 NOTIFICATION OF LATE FILING (Check One) : ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Fo

EMPLOYMENT AGREEMENT

Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”), dated as of 17-MAR-2025, between Veritas Farms, Inc., a Nevada corporation, (the “Company”), and Jeremy White (the “Executive”). WITNESSETH: WHEREAS, the Executive has experience in managing at a senior level; WHEREAS, the parties acknowledge that the Executive’s abilities and services are unique and essential to the pr

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): March 17, 2025 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other jurisdiction of incorporation) (Commission File Numb

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 333-210190 NOTIFICATION OF LATE FILING (Check One) : ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 333-210190 NOTIFICATION OF LATE FILING (Check One) : ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 333-210190 NOTIFICATION OF LATE FILING (Check One) : ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 333-210190 NOTIFICATION OF LATE FILING (Check One) : ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Fo

SECURED CONVERTIBLE CREDIT LINE PROMISSORY NOTE

Exhibit 10.1 SECURED CONVERTIBLE CREDIT LINE PROMISSORY NOTE US $3,000,000.00 December 31, 2023 Fort Lauderdale, Florida FOR VALUE RECEIVED, Veritas Farms, Inc. with a current principal office address of 401 E. Las Olas Blvd, STE 1400, Fort Lauderdale, FL 33301 (the “Maker”), agrees and promises to pay to the order of the Cornelis F. Wit Revocable Living Trust, its successors and/or assigns (the “

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): December 31, 2023 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other jurisdiction of incorporation) (Commission File N

SECOND AMENDMENT TO SECURED CONVERTIBLE CREDIT LINE PROMISSORY NOTE

Exhibit 10.2 SECOND AMENDMENT TO SECURED CONVERTIBLE CREDIT LINE PROMISSORY NOTE US $3,000,000.00 December 31, 2023 Fort Lauderdale, Florida THIS SECOND AMENDMENT TO SECURED CONVERTIBLE CREDIT LINE PROMISSORY NOTE (“Note”) is effective as of this 31st day of December, 2023, by and between Veritas Farms, Inc., a Nevada corporation, having its principal place of business at 401 E Las Olas, Suite 140

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 17, 2023 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other jurisdiction of incorporation) (Commission File N

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT PURSUAN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 333-210190 Veritas Farms,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 333-210190 NOTIFICATION OF LATE FILING (Check One) : ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on F

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): September 7, 2023 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other jurisdiction of incorporation) (Commission File N

Form of Indemnification Agreement for Directors and Officers

Exhibit 10.4 VERITAS FARMS, INC. FORM OF INDEMNIFICATION AGREEMENT THIS AGREEMENT is entered into, effective as of August , 2023 by and between Veritas Farms, Inc., a Nevada corporation (the “Company”), and (“Indemnitee”). WHEREAS, it is essential to the Company to retain and attract as directors and officers the most capable persons available; WHEREAS, Indemnitee is a director and/or officer of t

Indemnification Agreement dated August 30, 2023, between the Company and the Cornelis F. Wit Revocable Living Trust

Exhibit 10.3 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is entered into, effective as of August 30, 2023 (the “Effective Date”) by and between the Cornelis F. Wit Revocable Living Trust (the “Indemnitor”) and Veritas Farms, Inc., a Nevada corporation (the “Company”). WHEREAS, it is essential to the Company to retain and attract as directors and officers the most ca

Asset Transfer Agreement dated August 25, 2023

Exhibit 10.1 Execution Version ASSET TRANSFER AGREEMENT THIS ASSET TRANSFER AGREEMENT (this “Agreement”), dated August 25, 2023, is entered into by and among Veritas Farms, Inc., a Nevada corporation (“Buyer”), Asystem, Inc., a Delaware corporation (“Seller”), Oliver Walsh, an individual (“Walsh”), and Henry Simonds (together with Walsh, the “Principals”, and, collectively with the Seller, the “Se

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 25, 2023 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other jurisdiction of incorporation) (Commission File Num

2

Exhibit 99.1 VERITAS FARMS ACQUIRES ASYSTEM AND ASYSTEM LABS AS PART OF GROWTH STRATEGY TO BUILD THE NEXT GENERATION OF INNOVATIVE WELLNESS BRANDS. FORT LAUDERDALE, FLORIDA – August 28th, 2023 – Veritas Farms, Inc. (OTCQB: VFRM), a leading wellness brand within the hemp/CBD space, has announced today that it has completed the acquisition of innovative, science-forward supplements brand ASYSTEM and

Consulting Agreement, dated August 25, 2023, between Veritas Farms, Inc. and Oliver Walsh

Exhibit 10.2 CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (“Agreement”) is made and entered into as of this 25th day of August, 2023 by and between Veritas Farms, Inc., a Nevada corporation (the “Company”) and Oliver Walsh (the “Consultant”). W I T N E S S E T H: WHEREAS, Company desires to engage the services of Consultant to perform the “Consultant’s Duties” (as hereinafter defined) and Consul

As filed with the Securities and Exchange Commission on August 29, 2023

As filed with the Securities and Exchange Commission on August 29, 2023 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 333-210190 Veritas Farms, Inc.

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): June 7, 2023 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other jurisdiction of incorporation) (Commission File Number

Secured Convertible Credit Line Promissory Note dated June 7, 2023 by and between Veritas Farms, Inc. and the Cornelis F. Wit Revocable Living Trust

Exhibit 10.1 SECURED CONVERTIBLE CREDIT LINE PROMISSORY NOTE US $3,000,000.00 June 7, 2023 Fort Lauderdale, Florida FOR VALUE RECEIVED, Veritas Farms, Inc. with a current principal office address of 401 E. Las Olas Blvd, STE 1400, Fort Lauderdale, FL 33301 (the “Maker”), agrees and promises to pay to the order of the Cornelis F. Wit Revocable Living Trust, its successors and/or assigns (the “Holde

Amendment to Secured Convertible Promissory Notes dated June 7, 2023 by and between Veritas Farms, Inc. and the Cornelis F. Wit Revocable Living Trust

Exhibit 10.2 Amendment to Secured Convertible Promissory Notes THIS AMENDMENT TO SECURED CONVERTIBLE PROMISSORY NOTES (hereinafter, this “Agreement”), dated as of June 7, 2023, is by and between Veritas Farms, Inc., a Nevada corporation (“Maker”), having an office at 401 E. Las Olas Boulevard, Suite 1400, Fort Lauderdale, FL 33301, and the Cornelis F. Wit Revocable Living Trust (“Holder”), having

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 333-210190 Veritas Farms, Inc

Form of Secured Convertible Promissory Note and Schedule of Substantially Identical Secured Convertible Promissory Notes

Exhibit 4.5 Pursuant to Instruction 2 of Item 601(a) of Regulation S-K, the Company has filed only the form of this Secured Convertible Promissory Note although the Company has entered into various such Secured Convertible Promissory Notes that are substantially identical in all material respects except as to the parties thereto and certain other details. The Schedule that follows the form of Secu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 333-210190 VERITAS FARMS, INC. (

Financial Statements and Exhibits, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): March 31, 2023 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other jurisdiction of incorporation) (Commission File Numb

Amended and Restated Articles of Incorporation

Exhibit 3.1 AMENDED AND RESTATED ARTICLES OF INCORPORATION OF VERITAS FARMS, INC. The Articles of Incorporation of this corporation, originally filed with the Nevada Secretary of State on March 15, 2011, pursuant to Nevada Revised Statutes, Chapter 78 (the “Nevada Corporations Code”), were amended by separate certificates of amendment filed on October 13, 2017, January 30, 2019 and September 12, 2

2023 Equity Incentive Plan

Exhibit 10.1 VERITAS FARMS, INC. 2023 EQUITY INCENTIVE PLAN 1. PURPOSE The purpose of the 2023 Equity Incentive Plan (“Plan”) of Veritas Farms, Inc. (“Company”) is to provide a means through which the Company and its Subsidiaries (as defined herein) may attract able persons to enter into and remain in the employ of the Company and its Subsidiaries, and serve on the Company’s Board (as defined here

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 333-210190 NOTIFICATION OF LATE FILING (Check One) : ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Fo

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): January 23, 2023 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other jurisdiction of incorporation) (Commission File Nu

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): December 8, 2022 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other jurisdiction of incorporation) (Commission File Nu

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 7, 2022 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other jurisdiction of incorporation) (Commission File Nu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPORT PURSUAN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 333-210190 Veritas Farms,

Form of Secured Convertible Promissory Note and Schedule of Substantially Identical Secured Convertible Promissory Notes

Exhibit 4.6 Pursuant to Instruction 2 of Item 601(a) of Regulation S-K, the Company has filed only the form of this Secured Convertible Promissory Note although the Company has entered into various such Secured Convertible Promissory Notes that are substantially identical in all material respects except as to the parties thereto and certain other details. The Schedule that follows the form of Secu

Secured Convertible Promissory Note dated August 2, 2022

Exhibit 4.5 SECURED CONVERTIBLE PROMISSORY NOTE US $250,000.00 August 2, 2022 Dania Beach, Florida FOR VALUE RECEIVED, Veritas Farms, Inc. with a current principal office address of 1815 Griffin Road, Suite 401, Dania Beach, FL 33004 (the ?Maker?), agrees and promises to pay to the order of the Cornelis F. Wit Revocable Living Trust, its successors and/or assigns (the ?Holder?) at the Holder?s add

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 333-210190 Veritas Farms, Inc.

Consulting Agreement by and between Veritas Farms, Inc. and Stephen E. Johnson

EX-10.3 4 ea163420ex10-3veritasfarms.htm CONSULTING AGREEMENT BY AND BETWEEN VERITAS FARMS, INC. AND STEPHEN E. JOHNSON Exhibit 10.3 CONSULTING SERVICES AGREEMENT THIS CONSULTING SERVICES AGREEMENT (this “Agreement”) is entered into as of July 25, 2022, and effective July 25, 2022 (the “Effective Date”), by and between VERITAS FARMS, INC., a Nevada corporation (the "Company"), and STEPHEN E. JOHNS

Offer Letter by and between Veritas Farms, Inc. and Alessandro M. Annoscia

Exhibit 10.1 25-Jul-2022 DELIVERED ELECTONICALLY Alessandro Annoscia [email protected] 561-221-4409 RE: Offer of Employment Dear Alessandro: We appreciate your interest in Veritas Farms, Inc. (the ?Company?). Given your interest in the Company?s products and services, we believe that it would benefit both of us to expand our relationship. As we discussed, we are offering you the position of Ch

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): July 25, 2022 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other jurisdiction of incorporation) (Commission File Numbe

Separation Agreement by and between Veritas Farms, Inc. and Stephen E. Johnson

Exhibit 10.2 SEPARATION AGREEMENT THIS SEPARATION AGREEMENT (the ?Agreement?) is entered into this 25th day of July, 2022, effective July 25, 2022 (the ?Effective Date?), by and between VERITAS FARMS, INC., a Nevada corporation (?VFRM? or the ?Company?) and STEPHEN E. JOHNSON, an individual (?Executive?). VFRM and Executive are sometimes referred to herein individually, as a ?Party? and collective

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): June 30, 2022 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other jurisdiction of incorporation) (Commission File Numbe

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): June 1, 2022 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other jurisdiction of incorporation) (Commission File Number

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTIONS 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTIONS 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 333-210190 Veritas Farms, In

Form of Incentive Stock Option Agreement(12)*

Exhibit 10.3.1 INCENTIVE STOCK OPTION AGREEMENT THIS INCENTIVE STOCK OPTION AGREEMENT (this ?Agreement?), made and entered into as of , 20 (the ?Grant Date?), between VERITAS FARMS, INC., a Nevada corporation (the ?Company?), and (the ?Grantee?), a resident of the state listed below his or her address at the end of this Agreement. RECITALS WHEREAS, the Company has adopted its 2017 Stock Incentive

Amended and Restated Secured Convertible Credit Line Promissory Note dated March 9, 2022 by and between Veritas Farms, Inc. and the Cornelis F. Wit Revocable Living Trust(12)

EX-4.4 4 f10k2021ex4-4veritas.htm AMENDED AND RESTATED SECURED CONVERTIBLE CREDIT LINE PROMISSORY NOTE DATED MARCH 9, 2022 BY AND BETWEEN VERITAS FARMS, INC. AND THE CORNELIS F. WIT REVOCABLE LIVING TRUST Exhibit 4.4 AMENDED AND RESTATED SECURED CONVERTIBLE CREDIT LINE PROMISSORY NOTE US $3,000,000.00 March 9, 2022 Dania Beach, Florida THIS AMENDED AND RESTATED SECURED CONVERTIBLE CREDIT LINE PROM

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 333-210190 VERITAS FARMS, INC. (

Form of Common Stock Certificate(12)

Exhibit 4.1 The following abbreviations, when used in the inscription on the face of this certificate, shall be construed as though they were written out in full according to applicable laws or regulations. TEN COM - as tenants in common UNIF GIFT MIN ACT.........................Custodian....................... TEN ENT - as tenants by the entireties (Cust) (Minor) JT TEN - as joint tenants with th

Form of Placement Agent Warrant to Purchase Shares of Common Stock(12)

Exhibit 4.3 THE WARRANT EVIDENCED OR CONSTITUTED HEREBY, AND ALL SECURITIES ISSUABLE HEREUNDER, HAVE BEEN AND WILL BE ISSUED WITHOUT REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?) AND MAY NOT BE SOLD, OFFERED FOR SALE, TRANSFERRED, PLEDGED OR HYPOTHECATED WITHOUT REGISTRATION UNDER THE SECURITIES ACT UNLESS EITHER (i) THE COMPANY HAS RECEIVED AN OPINION OF COUNSEL

Form of Non-Qualified Stock Option Agreement(12)*

Exhibit 10.3.2 NON-QUALIFIED STOCK OPTION AGREEMENT THIS NON-QUALIFIED STOCK OPTION AGREEMENT (this ?Agreement?), made and entered into as of , 20 (the ?Grant Date?), between VERITAS FARMS, INC., a Nevada corporation (the ?Company?) and (the ?Grantee?), a resident of the state listed below his/her address at the end of this Agreement. RECITALS WHEREAS, the Company has adopted its 2017 Stock Incent

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

NT 10-K 1 ea157647-nt10kveritas.htm NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 333-210190 NOTIFICATION OF LATE FILING (Check One) : ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form

Form of Amended and Restated Secured Convertible Credit Line Promissory Note dated March 9, 2022

Exhibit 10.1 AMENDED AND RESTATED SECURED CONVERTIBLE CREDIT LINE PROMISSORY NOTE US $XXX,XXX.XX Dania Beach, Florida THIS AMENDED AND RESTATED SECURED CONVERTIBLE CREDIT LINE PROMISSORY NOTE (?Note?) is effective as of this 9th day of March, 2022, by and between Veritas Farms, Inc., a Nevada corporation, having its principal place of business at 1815 Griffin Road, Suite 401, Dania Beach, Florida

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): March 9, 2022 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other jurisdiction of incorporation) (Commission File Numbe

Lease Agreement with 1815 Building Company, LLC.

Exhibit 10.11 1815 BUILDING COMPANY, LLC Landlord, VERITAS FARMS Tenant. LEASE Premises: Rooms 401B and 402 on the 4th floor Design Center Office Building 1815 Griffin Road Dania Beach, Florida 33004 TABLE OF CONTENTS ARTICLE PAGE Article 1 Definitions: Basic Provisions 1 Article 2 Term: Possession 2 Article 3 Rent 3 Article 4 Additional Rent - Taxes 4 Article 5 Additional Rent - Operating Expense

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTIONS 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ☐ TRANSITION REPORT PURSUA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTIONS 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 333-235300 Veritas Farms

Form of Secured Convertible Credit Line Promissory Note dated October 12, 2021

EX-10.1 2 ea148935ex10-1veritas.htm FORM OF SECURED CONVERTIBLE CREDIT LINE PROMISSORY NOTE DATED OCTOBER 12, 2021 Exhibit 10.1 SECURED CONVERTIBLE CREDIT LINE PROMISSORY NOTE US $XXX,XXX.XX Dania Beach, Florida FOR VALUE RECEIVED, Veritas Farms, Inc. with a current principal office address of 1815 Griffin Road, Suite 401, Dania Beach, Florida 33004 (the “Maker”), agrees and promises to pay to the

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 12, 2021 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other jurisdiction of incorporation) (Commission File Nu

Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): September 30, 2021 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other jurisdiction of incorporation) (Commission File

VFRM / Veritas Farms Inc / WIT CORNELIS F - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Veritas Farms, Inc (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 92347N207 (CUSIP Number) July 8, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to wh

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): September 2, 2021 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other jurisdiction of incorporation) (Commission File N

Form of Secured Convertible Promissory Note dated August 30, 2021

EX-10.1 2 ea146818ex10-1veritas.htm FORM OF SECURED CONVERTIBLE PROMISSORY NOTE DATED AUGUST 30, 2021 Exhibit 10.1 SECURED CONVERTIBLE PROMISSORY NOTE US $XXX,XXX.XX Fort Lauderdale, Florida FOR VALUE RECEIVED, Veritas Farms, Inc. with a current principal office address of 1512 E Broward Blvd, Suite 300, Fort Lauderdale, Florida 33301 (the “Maker”), agrees and promises to pay to the order of the ,

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 30, 2021 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other jurisdiction of incorporation) (Commission File Num

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTIONS 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTIONS 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 333-235300 Veritas Farms, Inc

Employment Agreement with Ramon A. Pino (6)*

EX-10.2 3 ea145672ex10-2veritas.htm EMPLOYMENT AGREEMENT WITH RAMON A. PINO DATED AUGUST 11, 2021 Exhibit 10.2 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”), dated as of 11-AUG-2021, between Veritas Farms, Inc., a Nevada corporation, (the “Company”), and Ramon A. Pino (the “Executive”). WITNESSETH: WHEREAS, the Executive has experience in Finance and Accounting; WHEREAS, the par

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 11, 2021 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other jurisdiction of incorporation) (Commission File Num

Employment Agreement with Stephen E. Johnson(7)*

EX-10.1 2 ea145672ex10-1veritas.htm EMPLOYMENT AGREEMENT WITH STEPHEN E. JOHNSON DATED AUGUST 11, 2021 Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”), dated as of 11-AUG-2021, between Veritas Farms, Inc., a Nevada corporation, (the “Company”), and Stephen E. Johnson (the “Executive”). WITNESSETH: WHEREAS, the Executive has experience in managing at a senior level a p

Form of Secured Convertible Promissory Note dated July 22, 2021

Exhibit 10.1 SECURED CONVERTIBLE PROMISSORY NOTE US $XXX,XXX.XX Fort Lauderdale, Florida FOR VALUE RECEIVED, Veritas Farms, Inc. with a current principal office address of 1512 E Broward Blvd, Suite 300, Fort Lauderdale, Florida 33301 (the ?Maker?), agrees and promises to pay to the order of the , its successors and/or assigns (the ?Holder?) at the Holder?s address, or such other place as designat

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): July 22, 2021 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other Jurisdiction of Incorporation) (Commission File Numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTIONS 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2021 ☐ TRANSITION REPORT PURSUANT T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTIONS 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 333-235300 Veritas Farms, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 333-235300 NOTIFICATION OF LATE FILING (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: March 31, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 1

Amendment to Articles of Incorporation effective May 11, 2021

Exhibit 10.2 VERITAS FARMS, INC. EXHIBIT A DESIGNATION OF SERIES A CONVERTIBLE PREFERRED STOCK AND SERIES B CONVERTIBLE PREFERRED STOCK General At a duly called meeting of the Board of Directors (the ?Board of Directors? or the ?Board?) of Veritas Farms, Inc. (the ?Company?) held on April 30, 2021, the following resolutions were duly adopted by the Board: WHEREAS, the Amended and Restated Articles

Consulting Services Agreement with Alexander Salgado

EX-10.4 5 ea140692ex10-4veritas.htm CONSULTING SERVICES AGREEMENT WITH ALEXANDER SALGADO Exhibit 10.4 CONSULTING SERVICES AGREEMENT THIS CONSULTING SERVICES AGREEMENT (this “Agreement”) is entered into as of May 11, 2021 (the “Effective Date”), by and between VERITAS FARMS, INC., a Nevada corporation (the “Company”), and ALEXANDER M. SALGADO, an individual (the “Consultant”), each a “Party” and to

Separation Agreement with Alexander Salgado

Exhibit 10.3 SEPARATION AGREEMENT THIS SEPARATION AGREEMENT (the ?Agreement?) is entered into this 3rd day of May, 2021, effective May 11, 2021 (the ?Effective Date?), by and between VERITAS FARMS, INC., a Nevada corporation (?VFRM? or the ?Company?) and ALEXANDER M. SALGADO, an individual (?Executive?). VFRM and Executive are sometimes referred to herein individually, as a ?Party? and collectivel

Separation Agreement with Michael Pelletier

EX-10.5 6 ea140692ex10-5veritas.htm SEPARATION AGREEMENT WITH MICHAEL PELLETIER Exhibit 10.5 SEPARATION AGREEMENT THIS SEPARATION AGREEMENT (the “Agreement”) is entered into this 6th day of May, 2021, effective May 14, 2021 (the “Effective Date”), by and between VERITAS FARMS, INC., a Nevada corporation (“VFRM” or the “Company”) and MICHAEL D. PELLETIER, an individual (“Executive”). VFRM and Execu

Securities Purchase Agreement dated May 11, 2021

Exhibit 10.1 Execution Version SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this ?Agreement?), dated as of May 11, 2021 (the ?Effective Date?), is made by and between VERITAS FARMS, INC., a Nevada corporation (the ?Company?) and The Cornelis F. Wit Revocable Living Trust (the ?Purchaser?). The Company and the Purchaser are sometimes referred to herein individually, as a ?Party

Veritas Farms Announces Securities Purchase Agreement, Resignation of Current CEO and Appointment of New CEO

EX-99.1 8 ea140692ex99-1veritas.htm PRESS RELEASE DATED MAY 11, 2021 Exhibit 99.1 Veritas Farms Announces Securities Purchase Agreement, Resignation of Current CEO and Appointment of New CEO Fort Lauderdale, FL, May. 11, 2021. Veritas Farms, Inc. (OTCQB: VFRM) (“Veritas Farms” or the “Company”), a vertically integrated CBD and Wellness company focused on the production of full spectrum hemp oil pr

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

8-K 1 ea140692-8kveritas.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): May 11, 2021 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other Jurisdicti

Consulting Services Agreement with Michael Pelletier

Exhibit 10.6 CONSULTING SERVICES AGREEMENT THIS CONSULTING SERVICES AGREEMENT (this ?Agreement?) is entered into as of May 11, 2021 (the ?Effective Date?), by and between VERITAS FARMS, INC., a Nevada corporation (the ?Company?), and MICHAEL D. PELLETIER, an individual (the ?Consultant?), each a ?Party? and together, the ?Parties.? RECITALS WHEREAS, the Company and the Consultant have entered into

Annual Report - ANNUAL REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTIONS 13 OR 15 (d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 Commission file number: 333-21090 VERITAS FARMS, INC (Exact name of registrant as specified in its charter) Nevada 90-1254190 (State or Other Jurisdiction of (I.R.S. Employer Incorpor

- NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 333-235300 NOTIFICATION OF LATE FILING (Check One) : ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: December 31, 2020 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Fo

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): December 21, 2020 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 99-0375676 (State or other Jurisdiction of Incorporation) (Commission File N

Separation Agreement, dated December 21, 2020, effective as of September 16, 2020, by and between Veritas Farms, Inc. and Erduis Sanabria

Exhibit 10.1 EXECUTION VERSION SEPARATION AGREEMENT THIS SEPARATION AGREEMENT (the “Agreement”) is entered into this 21st day of December, 2020 (the “Execution Date”), effective as of the 16th day of September, 2020 (the “Effective Date”), by and between VERITAS FARMS, INC., a Nevada corporation (“VFRM”) and ERDUIS SANABRIA (“Executive”). VFRM and Executive are sometimes referred to herein individ

Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 30, 2020 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 99-0375676 (State or other Jurisdiction of Incorporation) (Commission File N

Fort Lauderdale, FL, Nov. 25th, 2020, Veritas Farms, Inc. (OTCQB: VFRM) (“Veritas Farms” or the “Company”), a vertically integrated agribusiness focused on the production of full spectrum hemp oil products with naturally occurring cannabinoids, is pl

Exhibit 99.1 Veritas Farms, Inc (OTCQB:VFRM) Reports Financial Results for Quarter Ended September 30, 2020 Fort Lauderdale, FL, Nov. 25th, 2020, Veritas Farms, Inc. (OTCQB: VFRM) (“Veritas Farms” or the “Company”), a vertically integrated agribusiness focused on the production of full spectrum hemp oil products with naturally occurring cannabinoids, is pleased to announce that the Company has rep

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTIONS 13 OR 15 (d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2020 Commission file number:

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTIONS 13 OR 15 (d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2020 Commission file number: 333-235300 Veritas Farms, Inc. (Exact name of registrant as specified in its charter) Nevada 90-1254190 (State or Other Jurisdiction of Incorporation

- NOTIFICATION OF LATE FILING

NT 10-Q 1 ea130023-nt10qveritas.htm NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 333-235300 NOTIFICATION OF LATE FILING (Check One) : ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2020 ☐ Transition Report on Form 10-K ☐ Transition Report on For

Fort Lauderdale, FL, Oct. 01, 2020 (GLOBE NEWSWIRE) -- via NewMediaWire

Exhibit 99.1 Veritas Farms Announces Appointment of Senior Finance and Operations Executive to Board Of Directors Fort Lauderdale, FL, Oct. 01, 2020 (GLOBE NEWSWIRE) - via NewMediaWire - Veritas Farms, Inc. (OTCQB: VFRM) (“Veritas Farms” or the “Company”), a vertically integrated agribusiness focused on the production of full spectrum hemp oil products with naturally occurring cannabinoids, is ple

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): September 30, 2020 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 90-1254190 (State or other Jurisdiction of Incorporation) (Commission File

Veritas Farms Announces Commencement of $4.0 Million Private Offering

EX-99.1 2 ea127211ex99-1veritas.htm PRESS RELEASE DATED SEPTEMBER 23, 2020 Exhibit 99.1 Veritas Farms Announces Commencement of $4.0 Million Private Offering Fort Lauderdale, Florida – September 23, 2020 - Veritas Farms, Inc. (OTCQB: VFRM), a vertically-integrated agribusiness focused on the production of full spectrum hemp extracts with naturally occurring cannabinoids, today announced that it ha

Regulation FD Disclosure, Financial Statements and Exhibits - CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): September 23, 2020 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other Jurisdiction (Commission File Number) (IRS Emplo

Veritas Farms Announces Shareholder Conference Call

Exhibit 99.1 Veritas Farms Announces Shareholder Conference Call Fort Lauderdale, Florida – September 10, 2020 - Veritas Farms, Inc. (OTCQB: VFRM), a vertically-integrated agribusiness focused on the production of full spectrum hemp extracts with naturally occurring cannabinoids, is pleased to announce that it will host a shareholder conference call on Thursday, September 17, 2020 at 2pm Eastern T

Regulation FD Disclosure, Financial Statements and Exhibits

8-K/A 1 ea126719-8kveritasfarm.htm FORM 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 10, 2020 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other

Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): September 10, 2020 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other Jurisdiction of Incorporation) (Commission File

Regulation FD Disclosure, Financial Statements and Exhibits - CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 25, 2020 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 99-0375676 (State or other Jurisdiction of Incorporation) (Commission File Num

Fort Lauderdale, FL, Aug. 25, 2020 (GLOBE NEWSWIRE) -- via NEWMEDIAWIRE -- Veritas Farms, Inc. (OTCQB: VFRM) (“Veritas Farms” or the “Company”), a vertically integrated agribusiness focused on the production of full spectrum hemp oil products with na

Exhibit 99.1 Veritas Farms, Inc (OTCQB:VFRM) Reports Financial Results for Quarter Ended June 30, 2020 Fort Lauderdale, FL, Aug. 25, 2020 (GLOBE NEWSWIRE) - via NEWMEDIAWIRE - Veritas Farms, Inc. (OTCQB: VFRM) (“Veritas Farms” or the “Company”), a vertically integrated agribusiness focused on the production of full spectrum hemp oil products with naturally occurring cannabinoids, is pleased to ann

Quarterly Report - QUARTERLY REPORT

10-Q 1 f10q0620veritasfarmsinc.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTIONS 13 OR 15 (d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2020 Commission file number: 333-235300 Veritas Farms, Inc. (Exact name of registrant as specified in its charter) Nevada 90-1254190

- NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 333-235300 NOTIFICATION OF LATE FILING (Check One) : ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: June 30, 2020 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 1

Fort Lauderdale, Florida – July 7, 2020 - Veritas Farms, Inc. (OTCQB: VFRM) (“

Exhibit 99.1 Veritas Farms Signs Memorandum of Understanding to Exclusively License Proprietary Extraction Technology Fort Lauderdale, Florida – July 7, 2020 - Veritas Farms, Inc. (OTCQB: VFRM) (“Veritas Farms” or the “Company”), a vertically integrated agribusiness focused on the production of full spectrum hemp oil products with naturally occurring cannabinoids, is pleased to announce the Compan

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): July 6, 2020 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 90-1254190 (State or other Jurisdiction of Incorporation) (Commission File Number

Quarterly Report - QUARTERLY REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTIONS 13 OR 15 (d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2020 Commission file number: 333-235300 Veritas Farms, Inc. (Exact name of registrant as specified in its charter) Nevada 90-1254190 (State or Other Jurisdiction of (I.R.S. Employer I

- NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 333-235300 NOTIFICATION OF LATE FILING (Check One) : ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2020 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form

Annual Report - ANNUAL REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTIONS 13 OR 15 (d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 Commission file number: 333-21090 VERITAS FARMS, INC (Exact name of registrant as specified in its charter) Nevada 90-1254190 (State or Other Jurisdiction of (I.R.S. Employer Incorpor

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): May 14, 2020 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other Jurisdiction of Incorporation) (Commission File Number

- NOTIFICATION OF LATE FILING FOR 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 333-21090 NOTIFICATION OF LATE FILING (Check One) : ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2019 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on For

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): March 30, 2020 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other Jurisdiction of Incorporation) (Commission File Numb

VFRM / Veritas Farms, Inc. / WIT CORNELIS F - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Veritas Farms, Inc (Name of Issuer) Common Stock, $0.004 par value (Title of Class of Securities) 92347N207 (CUSIP Number) July 8, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whi

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): December 24, 2019 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other Jurisdiction of Incorporation) (Commission File N

Veritas Farms CEO Alexander Salgado to Appear on Yahoo Finance This Morning, Tuesday, December 24, 2019

Exhibit 99.1 Veritas Farms CEO Alexander Salgado to Appear on Yahoo Finance This Morning, Tuesday, December 24, 2019 FORT LAUDERDALE, FL, December 24, 2019 (GLOBE NEWSWIRE) – Veritas Farms, Inc. (OTCQB: VFRM) (“Veritas Farms” or the “Company”), a vertically integrated agribusiness focused on the production of full spectrum hemp oil products with naturally occurring cannabinoids, is pleased to anno

VERITAS FARMS, INC. 19,889,331 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-235300 PROSPECTUS VERITAS FARMS, INC. 19,889,331 Shares of Common Stock The selling shareholders named in this prospectus are offering up to 19,889,331 shares of common stock through this prospectus consisting of (a) 9,643,748 shares held by the selling shareholders named in this prospectus purchased as part of a private offering completed in A

Form of Registration Rights Agreement – 2019 Private Placement(3)

Exhibit 10.10 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT, dated as of , 2019 (this “Agreement”), by and between VERITAS FARMS, INC., a Nevada corporation (the “Company”), and (the “Purchaser”). INTRODUCTION This Agreement is made pursuant to the Subscription Agreement and sets forth the rights of the Purchaser to have registered, and the obligations of the Company to register

Form of Placement Agent Warrant(3)

EX-10.11 4 fs12019a1ex10-11veritas.htm FORM OF PLACEMENT AGENT WARRANT Exhibit 10.11 THE WARRANT EVIDENCED OR CONSTITUTED HEREBY, AND ALL SECURITIES ISSUABLE HEREUNDER, HAVE BEEN AND WILL BE ISSUED WITHOUT REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) AND MAY NOT BE SOLD, OFFERED FOR SALE, TRANSFERRED, PLEDGED OR HYPOTHECATED WITHOUT REGISTRATION UNDER THE ACT UN

VFRM / Veritas Farms, Inc. CORRESP - -

VERITAS FARMS, INC. 1512 E. BROWARD BLVD., SUITE 300 FORT LAUDERDALE, FL 33301 December 6, 2019 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 “F” Street, N.E. Washington, D.C. 20549-3629 Attention: Mr. Gregory Dundas Re: Veritas Farms, Inc. (the “Company”) Registration Statement on Form S-1, as amended File No. 333-235300 Ladies and Gentlemen: Pursuant to Rule 46

VFRM / Veritas Farms, Inc. S-1/A - - AMENDMENT NO.1 TO REGISTRATION STATEMENT

File No. 333-235300 As filed with the Securities and Exchange Commission on December 6, 2019 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 PRE-EFFECTIVE AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933/ POST-EFFECTIVE AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 VERITAS FARMS, INC. (Exact name of re

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 f8k120219veritasfarms.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): December 2, 2019 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other Jur

Fort Lauderdale, FL – December 02, 2019 (GLOBE NEWSWIRE) -- via NEWMEDIAWIRE -- Veritas Farms, Inc. (OTCQB:VFRM) (“

Exhibit 99.1 Veritas Farms to Host its First Shareholder Conference Call Fort Lauderdale, FL – December 02, 2019 (GLOBE NEWSWIRE) - via NEWMEDIAWIRE - Veritas Farms, Inc. (OTCQB:VFRM) (“Veritas Farms” or the “Company”), a vertically integrated agribusiness focused on the production of full spectrum hemp oil products with naturally occurring cannabinoids is pleased to announce that it will host its

VFRM / Veritas Farms, Inc. S-1 - Registration Statement - REGISTRATION STATEMENT

As filed with the Securities and Exchange Commission on November 27, 2019 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Fort Lauderdale, Florida – November 15, 2019 - Veritas Farms, Inc. (OTCQB: VFRM), a vertically integrated agribusiness focused on the production of full spectrum hemp oil products with naturally occurring cannabinoids, today announced that the Compan

Exhibit 99.1 Veritas Farms Reports Record 165% Increase in Q3 2019 Revenue from Q3 2018, as a Result of Expanding Brick-and-Mortar and Online Distribution Networks Fort Lauderdale, Florida – November 15, 2019 - Veritas Farms, Inc. (OTCQB: VFRM), a vertically integrated agribusiness focused on the production of full spectrum hemp oil products with naturally occurring cannabinoids, today announced t

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 15, 2019 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other Jurisdiction of Incorporation) (Commission File N

VFRM / Veritas Farms, Inc. 10-Q - Quarterly Report - QUARTERLY REPORT

10-Q 1 f10q0919veritasfarmsinc.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTIONS 13 OR 15 (d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2019 Commission file number: 333-191251 Veritas Farms, Inc. (Exact name of registrant as specified in its charter) Nevada 90-12

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 1, 2019 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 90-1254190 (State or other Jurisdiction of Incorporation) (Commission File Nu

Fort Lauderdale, Florida—October 14, 2019 --Veritas Farms, Inc. (OTCQB:VFRMD) (“Veritas Farms” or the “Company”) a vertically integrated agribusiness focused on the production of full spectrum hemp oil products with naturally occurring cannabinoids i

EX-99.1 2 f8k101419ex99-1veritasfarms.htm PRESS RELEASE, DATED OCTOBER 14, 2019 Exhibit 99.1 VERITAS FARMS CEO PROVIDES UPDATE TO SHAREHOLDERS ON RECENT CORPORATE AND BUSINESS DEVELOPMENTS Fort Lauderdale, Florida—October 14, 2019 -Veritas Farms, Inc. (OTCQB:VFRMD) (“Veritas Farms” or the “Company”) a vertically integrated agribusiness focused on the production of full spectrum hemp oil products w

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 14, 2019 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other Jurisdiction of Incorporation) (Commission File Nu

VERITAS FARMS, INC. NOMINATING AND CORPORATE GOVERNANCE COMMITTEE CHARTER SEPTEMBER 26, 2019

Exhibit 99.3 VERITAS FARMS, INC. NOMINATING AND CORPORATE GOVERNANCE COMMITTEE CHARTER SEPTEMBER 26, 2019 Purpose The purpose of the Nominating and Corporate Governance Committee (the “Committee”) of the Board of Directors (the “Board”) of Veritas Farms, Inc., a Nevada corporation (the “Company”), shall be to recommend to the Board individuals qualified to serve as directors of the Company and on

VERITAS FARMS INC. COMPENSATION COMMITTEE CHARTER SEPTEMBER 26, 2019

Exhibit 99.2 VERITAS FARMS INC. COMPENSATION COMMITTEE CHARTER SEPTEMBER 26, 2019 Purpose The purpose of the Compensation Committee of the Board of Directors (the “Board”) of Veritas Farms, Inc., a Nevada corporation (the “Company”), shall be to evaluate and approve and recommend officer and director compensation arrangements, plans, policies and programs of the Company, and to administer the Comp

VERITAS FARMS, INC. AUDIT COMMITTEE CHARTER September 26, 2019

Exhibit 99.1 VERITAS FARMS, INC. AUDIT COMMITTEE CHARTER September 26, 2019 Purpose The Audit Committee is appointed by the Board of Directors (the “Board”) of Veritas Farms, Inc., a Nevada corporation (the “Company”), to assist the Board in overseeing (a) the accounting and financial reporting processes of the Company, the audits of the Company’s financial statements and the integrity of the Comp

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): September 26, 2019 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 90-1254190 (State or other Jurisdiction of Incorporation) (Commission File

VERITAS FARMS, INC. PROSPECTUS SUPPLEMENT (To Prospectus Dated February 14, 2019)

424B8 1 f424b8092619veritasfarms.htm FORM 424B8 Filed Pursuant to Rule 424(b)(8) Registration No. 333-228109 VERITAS FARMS, INC. PROSPECTUS SUPPLEMENT (To Prospectus Dated February 14, 2019) Introduction The purpose of this Prospectus Supplement is to (a) update information regarding the identity and holdings of the selling shareholders set forth in the section of the Company’s Prospectus dated Fe

2

Exhibit 99.2 Veritas Farms Forms Medical Advisory Board to Advance Hemp Research and New Product Development Fort Lauderdale, Florida - September 17, 2019 - Veritas Farms, Inc. (OTCQB: VFRM) (“Veritas Farms” or the “Company”), a vertically integrated agribusiness focused on the production of full spectrum hemp oil products with naturally occurring cannabinoids, is pleased to the announce the forma

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): September 17, 2019 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other Jurisdiction of Incorporation) (Commission File

Articles of Amendment to Articles of Incorporation of Veritas Farms, Inc.

EX-3.1 2 f8k091719ex3-1veritasfarms.htm ARTICLES OF AMENDMENT TO ARTICLES OF INCORPORATION OF VERITAS FARMS, INC. Exhibit 3.1

Fort Lauderdale, Florida - September 19, 2019 - Veritas Farms, Inc. (OTCQB: VFRM) (“Veritas Farms” or the “Company”), today announced that FINRA has approved a 1-for-4 Reverse Split of the Company’s common stock (the “Reverse Split”). As a result, ev

EX-99.1 3 f8k091719ex99-1veritasfarms.htm PRESS RELEASE DATED SEPTEMBER 19, 2019, ANNOUNCING REVERSE STOCK SPLIT Exhibit 99.1 Veritas Farms Announces 1-for-4 Reverse Stock Split - Shares to Begin Trading as VFRMD Fort Lauderdale, Florida - September 19, 2019 - Veritas Farms, Inc. (OTCQB: VFRM) (“Veritas Farms” or the “Company”), today announced that FINRA has approved a 1-for-4 Reverse Split of th

2

EX-99.1 2 f8k090919ex99-1veritasfarms.htm PRESS RELEASE, DATED SEPTEMBER 9, 2019 Exhibit 99.1 Veritas Farms CEO Alexander Salgado Provides Letter to Shareholders Summarizing Milestone Achievements and Outlining Growth Strategy Fort Lauderdale, Florida - September 9, 2019 - Veritas Farms, Inc. (OTCQB: VFRM) (“Veritas Farms” or the “Company”), today provided the following Letter to Shareholders from

Financial Statements and Exhibits, Other Events

8-K 1 f8k090919veritasfarms.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): September 9, 2019 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other Ju

Financial Statements and Exhibits, Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): September 3, 2019 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 90-1254190 (State or other Jurisdiction of Incorporation) (Commission File N

Fort Lauderdale, Florida - September 3, 2019 - Veritas Farms, Inc. (OTCQB: VFRM) (“Veritas Farms” or the “Company”), a vertically integrated agribusiness focused on the production of full spectrum hemp oil products with naturally occurring cannabinoi

Exhibit 99.1 Veritas Farms Completes $15 Million Private Placement to Fund Continued Expansion Fort Lauderdale, Florida - September 3, 2019 - Veritas Farms, Inc. (OTCQB: VFRM) (“Veritas Farms” or the “Company”), a vertically integrated agribusiness focused on the production of full spectrum hemp oil products with naturally occurring cannabinoids, today announced that the Company has completed a $1

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 15, 2019 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 99-0375676 (State or other Jurisdiction of Incorporation) (Commission File Num

1

Exhibit 99.1 Veritas Farms Reports Record 500% Increase in Quarterly Revenue from Expanding Brick-and-Mortar and Online Distribution Networks Fort Lauderdale, Florida - August 15, 2019 - Veritas Farms, Inc. (OTCQB: VFRM), a vertically integrated agribusiness focused on the production of full spectrum hemp oil products with naturally occurring cannabinoids, today announced that the Company has repo

VFRM / Veritas Farms, Inc. 10-Q - Quarterly Report - QUARTERLY REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q PERIODLY REPORT PURSUANT TO SECTIONS 13 OR 15 (d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 FOR THE PERIODLY PERIOD ENDED JUNE 30, 2019 Commission file number: 333-191251 Veritas Farms, Inc. (Exact name of registrant as specified in its charter) Nevada 90-1254190 (State or Other Jurisdiction of (I.R.S. Employer Inco

PROSPECTUS VERITAS FARMS, INC. 62,875,000 Shares of Common Stock

Filed Pursuant to Rule 424(b)(8) File No. 333-228109 PROSPECTUS VERITAS FARMS, INC. 62,875,000 Shares of Common Stock The selling shareholders named in this prospectus are offering up to 62,875,000 shares of common stock through this prospectus consisting of (a) 31,437,500 shares held by the selling shareholders named in this prospectus purchased as part of a private offering of units (“Units”) co

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 1, 2019 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 99-0375676 (State or other Jurisdiction of Incorporation) (Commission File Numb

Fort Lauderdale, Florida - August 1, 2019 - Veritas Farms, Inc. (OTCQB: VFRM), a vertically integrated agribusiness focused on the production of full spectrum hemp oil products with naturally occurring cannabinoids, is pleased to announce that its CE

Exhibit 99.1 Veritas Farms CEO Alexander Salgado to Reappear this Morning on Fox Business Network’s Varney & Co. – Thursday, August 1, 2019 Fort Lauderdale, Florida - August 1, 2019 - Veritas Farms, Inc. (OTCQB: VFRM), a vertically integrated agribusiness focused on the production of full spectrum hemp oil products with naturally occurring cannabinoids, is pleased to announce that its CEO, Alexand

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): June 14, 2019 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-210190 99-0375676 (State or other Jurisdiction of Incorporation) (Commission File Numbe

Fort Lauderdale, Florida - June 14, 2019 - Veritas Farms, Inc. (OTCQB: VFRM), a vertically-integrated agribusiness focused on the production of full spectrum hemp extracts with naturally occurring cannabinoids, is pleased to announce that CEO Alexand

EX-99.1 2 f8k061419ex99-1veritasfarms.htm EXHIBIT 99.1 Exhibit 99.1 Veritas Farms CEO Alexander Salgado to Appear this Morning on Fox Business Network’s Varney & Co. - Friday, June 14, 2019 Fort Lauderdale, Florida - June 14, 2019 - Veritas Farms, Inc. (OTCQB: VFRM), a vertically-integrated agribusiness focused on the production of full spectrum hemp extracts with naturally occurring cannabinoids,

Fort Lauderdale, Florida - May 17, 2019 - Veritas Farms, Inc. (OTCQB: VFRM), a vertically-integrated agribusiness focused on the production of full spectrum hemp extracts with naturally occurring cannabinoids, today announced that the Company has rep

Exhibit 99.1 Veritas Farms, Inc. Reports 361% Increase in First Quarter 2019 Revenues Fort Lauderdale, Florida - May 17, 2019 - Veritas Farms, Inc. (OTCQB: VFRM), a vertically-integrated agribusiness focused on the production of full spectrum hemp extracts with naturally occurring cannabinoids, today announced that the Company has reported its operating results for the three months ended March 31,

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): May 17, 2019 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 99-0375676 (State or other Jurisdiction of Incorporation) (Commission File Number

VFRM / Veritas Farms, Inc. 10-Q Quarterly Report FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTIONS 13 OR 15 (d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2019 Commission file number: 333-191251 Veritas Farms, Inc. (Exact name of registrant as specified in its charter) Nevada 90-1254190 (State or Other Jurisdiction of (I.R.S. Employer I

VFRM / Veritas Farms, Inc. NT 10-Q NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 333-191251 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2019 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 1

Fort Lauderdale, Florida - April 25, 2019 - Veritas Farms, Inc. (OTCQB: VFRM), a vertically-integrated agribusiness focused on the production of full spectrum hemp extracts with naturally occurring cannabinoids, is pleased to announce the appointment

Exhibit 99.1 Veritas Farms, Inc. Appoints Spencer Fuller as Vice President of Agriculture Fort Lauderdale, Florida - April 25, 2019 - Veritas Farms, Inc. (OTCQB: VFRM), a vertically-integrated agribusiness focused on the production of full spectrum hemp extracts with naturally occurring cannabinoids, is pleased to announce the appointment of Spencer Fuller as the Company’s Vice President of Agricu

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): April 25, 2019 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 90-1254190 (State or other Jurisdiction of Incorporation) (Commission File Numb

Fort Lauderdale, Florida - April 23, 2019 - Veritas Farms, Inc. (OTCQB: VFRM), a vertically-integrated agribusiness focused on the production of full spectrum hemp extracts with naturally occurring cannabinoids, is pleased to announce the appointment

Exhibit 99.1 Veritas Farms, Inc. Appoints Michael D. Pelletier as Chief Financial Officer Fort Lauderdale, Florida - April 23, 2019 - Veritas Farms, Inc. (OTCQB: VFRM), a vertically-integrated agribusiness focused on the production of full spectrum hemp extracts with naturally occurring cannabinoids, is pleased to announce the appointment of Michael D. Pelletier as its Chief Financial Officer. Mr.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): April 23, 2019 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 90-1254190 (State or other Jurisdiction of Incorporation) (Commission File Numb

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): April 17, 2019 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 99-0375676 (State or other Jurisdiction of Incorporation) (Commission File Numb

Fort Lauderdale, Florida - April 17, 2019 - Veritas Farms, Inc. (OTCQB: VFRM), a vertically-integrated agribusiness focused on the production of full spectrum hemp extracts with naturally occurring cannabinoids, is pleased to report it has filed its

Exhibit 99.1 Veritas Farms, Inc. Files 10-K Annual Report and Posts Record Setting 2018 Financial Results Fort Lauderdale, Florida - April 17, 2019 - Veritas Farms, Inc. (OTCQB: VFRM), a vertically-integrated agribusiness focused on the production of full spectrum hemp extracts with naturally occurring cannabinoids, is pleased to report it has filed its Annual Report on Form 10-K with the Securiti

VFRM / Veritas Farms, Inc. FORM 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTIONS 13 OR 15 (d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 Commission file number: 333-191251 VERITAS FARMS, INC (Exact name of registrant as specified in its charter) Nevada 90-1254190 (State or Other Jurisdiction of (I.R.S. Employer Incorpo

Form of Non-Employee Director Appointment Letter with attached Form of Non-Employee Director Indemnification Agreement(6)

Exhibit 10.1 VERITAS FARMS, INC. 1512 E. Las Olas Blvd., Suite 300 Fort Lauderdale, FL 33301 NON-EMPLOYEE DIRECTOR LETTER OF APPOINTMENT , 20 Dear : We are writing to confirm the terms of your appointment as a non-employee director of Veritas Farms, Inc., a Nevada corporation (the “Company”). 1. Appointment 1.1 Your appointment, which has been approved by the Company’s board of directors (the “Boa

Financial Statements and Exhibits, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Regulation FD Disclosure

8-K 1 s1173398k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): April 4, 2019 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 90-1254190 (State or other Jurisdiction of Incorpor

ARUU / Armeau Brands Inc NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 333-191251 NOTIFICATION OF LATE FILING (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2018 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): March 21, 2019 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 90-1254190 (State or other Jurisdiction of Incorporation) (Commission File Numb

Veritas Farms. Inc. (VFRM) Reports Record Preliminary 4th Quarter Revenue and Gross Profit

Exhibit 99.1 Veritas Farms. Inc. (VFRM) Reports Record Preliminary 4th Quarter Revenue and Gross Profit Fort Lauderdale, Florida – March 6, 2019 - Veritas Farms, Inc. (the “Company” or “Veritas Farms”) (OTCQB: VFRM), a vertically integrated agribusiness focused on the production of full spectrum hemp extracts with naturally occurring cannabinoids, is pleased to release these selected preliminary u

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): March 6, 2019 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 99-0375676 (State or other Jurisdiction of Incorporation) (Commission File Numbe

ARUU / Armeau Brands Inc FORM S-1/A

As filed with the Securities and Exchange Commission on February 13, 2019 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

ARUU / Armeau Brands Inc

VERITAS FARMS, INC. 1512 E. BROWARD BLVD., SUITE 300 FORT LAUDERDALE, FL 33301 February 13, 2019 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 “F” Street, N.E. Washington, D.C. 20549-3629 Attention: Mr. John Stickel Ms. Laura Nicholson Mr. Patrick Kuhn Ms. Claire Erlanger Re: Veritas Farms, Inc. f/k/a SanSal Wellness Holdings, Inc. (the “Company”) Amendment No. 2

ARUU / Armeau Brands Inc

VERITAS FARMS, INC. 1512 E. BROWARD BLVD., SUITE 300 FORT LAUDERDALE, FL 33301 February 13, 2019 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 “F” Street, N.E. Washington, D.C. 20549-3629 Attention: Mr. John Stickel Ms. Laura Nicholson Mr. Patrick Kuhn Ms. Claire Erlanger Re: Veritas Farms, Inc. f/k/a SanSal Wellness Holdings, Inc. (the “Company”) Registration St

ARUU / Armeau Brands Inc

VERITAS FARMS, INC. 1512 E. BROWARD BLVD., SUITE 300 FORT LAUDERDALE, FL 33301 February 11, 2019 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 “F” Street, N.E. Washington, D.C. 20549-3629 Attention: Mr. John Stickel Ms. Laura Nicholson Mr. Patrick Kuhn Ms. Claire Erlanger Re: Veritas Farms, Inc. f/k/a SanSal Wellness Holdings, Inc. (the “Company”) Amendment No. 1

ARUU / Armeau Brands Inc S-1/A

As filed with the Securities and Exchange Commission on February 11, 2019 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Amended and Restated Articles of Incorporation(1)

Exhibit 3.1

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): February 4, 2019 Veritas Farms, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 99-0375676 (State or other Jurisdiction of Incorporation) (Commission File Nu

SANSAL WELLNESS HOLDINGS, INC. ANNOUNCES NAME CHANGE TO VERITAS FARMS, INC. AND TRADING SYMBOL CHANGE TO VFRM

Exhibit 99.1 SANSAL WELLNESS HOLDINGS, INC. ANNOUNCES NAME CHANGE TO VERITAS FARMS, INC. AND TRADING SYMBOL CHANGE TO VFRM Fort Lauderdale, Florida – February 4, 2019 - SanSal Wellness Holdings, Inc. the “Company”) (OTCQB: SSWH), a vertically-integrated agribusiness focused on producing full spectrum natural phytocannabinoid-rich industrial hemp extracts, is pleased to announce that the Company ha

ARUU / Armeau Brands Inc S-8

As filed with the Securities and Exchange Commission on January 29, 2019 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

ARUU / Armeau Brands Inc S-1/A

As filed with the Securities and Exchange Commission on December 21, 2018 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

ARUU / Armeau Brands Inc AW

SanSal Wellness Holdings, Inc. 1512 E. Broward Blvd., Suite 300 Fort Lauderdale, Florida 33301 Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: SanSal Wellness Holdings, Inc., withdrawal of Registration statement on Form S-1 Amendment Number 1, filed with the Securities and Exchange Commission on December 11, 2018, becau

ARUU / Armeau Brands Inc

SANSAL WELLNESS HOLDINGS, INC. 1512 E. LAS OLAS BLVD., SUITE 300 FORT LAUDERDALE, FL 33301 December 21, 2018 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 “F” Street, N.E. Washington, D.C. 20549-3629 Attention: Mr. John Stickel Ms. Laura Nicholson Mr. Patrick Kuhn Ms. Claire Erlanger Re: SanSal Wellness Holdings, Inc. (the “Company”) Registration Statement on For

ARUU / Armeau Brands Inc S-1/A

As filed with the Securities and Exchange Commission on December 11, 2018 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

ARUU / Armeau Brands Inc

SANSAL WELLNESS HOLDINGS, INC. 1512 E. LAS OLAS BLVD., SUITE 300 FORT LAUDERDALE, FL 33301 December 11, 2018 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 “F” Street, N.E. Washington, D.C. 20549-3629 Attention: Mr. John Stickel Ms. Laura Nicholson Mr. Patrick Kuhn Ms. Claire Erlanger Re: SanSal Wellness Holdings, Inc. (the “Company”) Registration Statement on For

ARUU / Armeau Brands Inc FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTIONS 13 OR 15 (d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2018 Commission file number: 333-191251 SanSal Wellness Holdings, Inc. (Exact name of registrant as specified in its charter) Nevada 99-0375676 (State or Other Jurisdiction of (I.

ARUU / Armeau Brands Inc S-1

S-1 1 s113498s1.htm S-1 As filed with the Securities and Exchange Commission on November 1, 2018 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SANSAL WELLNESS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Nevada 5190 99-0375676 (State or other jurisdiction of incorporation or organiza

Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 25, 2018 SanSal Wellness Holdings, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 99-0375676 (State or other Jurisdiction of Incorporation) (Commiss

Letter to Securities and Exchange Commission from Paritz & Company, P.A, dated November 1, 2018 (9)

Exhibit 16.1 October 31, 2018 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 We have read the statements made by SanSal Wellness Holdings, Inc. under Item 4.01 of its Form 8-K dated October 31, 2018. We agree with the statements concerning our Firmin such Form 8-K. Very truly yours /s/Paritz & Company, PA

Employment Agreement with Dave Smith (7) *

Exhibit 10.1 EXECUTIVE EMPLOYMENT AGREEMENT This EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is made as of August 6, 2018 (the “Execution Date”), by and between SANSAL WELLNESS HOLDINGS, INC., a Nevada corporation, (the “Company”) and DAVE SMITH, an individual (the “Executive”). RECITAL WHEREAS, the Company desires to employ the Executive and the Executive desires to be employed by the Compan

SanSal Wellness Appoints Seasoned Management Executive Dave Smith as Chief Operating Officer

Exhibit 99.1 SanSal Wellness Appoints Seasoned Management Executive Dave Smith as Chief Operating Officer Fort Lauderdale, Florida – October 22, 2018 - SanSal Wellness Holdings, Inc. (“SanSal Wellness” or the “Company”) (OTCQB: SSWH), a vertically-integrated agribusiness focused on producing full spectrum natural phytocannabinoid-rich industrial hemp extracts, is pleased to announce the appointmen

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 22, 2018 SanSal Wellness Holdings, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 99-0375676 (State or other Jurisdiction of Incorporation) (Commiss

SanSal Wellness to be Featured by “New to The Street” on FOX Business Network

Exhibit 99.1 SanSal Wellness to be Featured by “New to The Street” on FOX Business Network Fort Lauderdale, Florida – September 27, 2018 - SanSal Wellness Holdings, Inc. (“SanSal Wellness” or the “Company”) (OTCQB: SSWH), a vertically-integrated agribusiness focused on producing full spectrum natural phytocannabinoid-rich industrial hemp extracts, is pleased to announce that the Company will be fe

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): September 27, 2018 SanSal Wellness Holdings, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 99-0375676 (State or other Jurisdiction of Incorporation) (Commi

ARUU / Armeau Brands Inc 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTIONS 13 OR 15 (d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2018 Commission file number: 333-191251 SanSal Wellness Holdings, Inc. (Exact name of registrant as specified in its charter) Nevada 99-0375676 (State or Other Jurisdiction of (I.R.S.

ARUU / Armeau Brands Inc NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 333-191251 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: June 30, 2018 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10

Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): July 31, 2018 SanSal Wellness Holdings, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 99-0375676 (State or other Jurisdiction of Incorporation) (Commission

Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): June 29, 2018 SanSal Wellness Holdings, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 99-0375676 (State or other Jurisdiction of Incorporation) (Commission

Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): June 13, 2018 SanSal Wellness Holdings, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 99-0375676 (State or other Jurisdiction of Incorporation) (Commission

Form of Warrant(6)

Exhibit 10.1 THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRAN

Form of Registration Rights Agreement(6)

Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT, dated as of (this “Agreement”), among SANSAL WELLNESS HOLDINGS, INC., a Nevada corporation (the “Company”), and (the “Purchaser”). INTRODUCTION This Agreement is made pursuant to the Subscription Agreement and sets forth the rights of the Purchaser to have registered, and the obligations of the Company to register, unde

ARUU / Armeau Brands Inc 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTIONS 13 OR 15 (d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2018 Commission file number: 333-191251 SanSal Wellness Holdings, Inc. (Exact name of registrant as specified in its charter) Nevada 99-0375676 (State or Other Jurisdiction of (I.R.S.

ARUU / Armeau Brands Inc NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 333-191251 NOTIFICATION OF LATE FILING (Check One): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K ☒ Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: March 31, 2018 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transition Report on Form 1

SanSal Wellness Appoints Pharmaceutical and Medical Equipment Industry Veteran Nicholas DiFrancesco as VP of Medical Sales and Marketing

Exhibit 99.1 SanSal Wellness Appoints Pharmaceutical and Medical Equipment Industry Veteran Nicholas DiFrancesco as VP of Medical Sales and Marketing Fort Lauderdale, Florida – May 1, 2018 - SanSal Wellness Holdings, Inc. (“SanSal Wellness” or the “Company”) (OTCQB: SSWH), a vertically-integrated agribusiness focused on producing full spectrum natural phytocannabinoid-rich industrial hemp extracts

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): May 1, 2018 SanSal Wellness Holdings, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 99-0375676 (State or other Jurisdiction of Incorporation) (Commission F

Subsidiaries of Registrant(4)

Exhibit 21.1 SUBISIARIES OF REGISTRANT 271 Lake Davis Holdings, LLC, a Delaware limited liability company, is a wholly-owned subsidiary of registrant.

Code of Ethics (5)

Exhibit 10.6 Effective April 1, 2018 SANSAL WELLNESS HOLDINGS, INC. Code of Business Conduct and Ethics for Directors and Employees Introduction This is the Code of Business Conduct and Ethics (the “Code”). for directors and employees of SanSal Wellness Holdings, Inc, its subsidiaries and affiliates (“SanSal Wellness”) This Code sets out ten important rules that we, as members of the board of dire

ARUU / Armeau Brands Inc 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTIONS 13 OR 15 (d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 Commission file number: 333-191251 SANSAL WELLNESS HOLDINGS, INC (Exact name of registrant as specified in its charter) Nevada 99-0375676 (State or Other Jurisdiction of (I.R.S. Emplo

ARUU / Armeau Brands Inc NT 10-K

OMB APPROVAL UNITED STATES OMB Number: 3235-0058 SECURITIES AND EXCHANGE COMMISSION Expires October 31, 2018 Washington, D.

SanSal Wellness Holdings Inc. Issues CEO Letter to Shareholders and Starts Trading on OTCQB

Exhibit 99.1 SanSal Wellness Holdings Inc. Issues CEO Letter to Shareholders and Starts Trading on OTCQB Fort Lauderdale, Florida - February 12, 2018- SanSal Wellness Holdings, Inc. (“SanSal Wellness” or the “Company”) (OTCQB: SSWH), a vertically-integrated agribusiness focused on producing full spectrum natural phytocannabinoid-rich industrial hemp extracts, today released the following Letter to

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): February 12, 2018 SanSal Wellness Holdings, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 99-0375676 (State or other Jurisdiction of Incorporation) (Commis

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): January 29, 2018 SanSal Wellness Holdings, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 99-0375676 (State or other Jurisdiction of Incorporation) (Commiss

SanSal Wellness Holdings Inc. to Exhibit and Participate in Panel Discussion at The MoneyShow Orlando, February 8-11, 2018

Exhibit 99.1 SanSal Wellness Holdings Inc. to Exhibit and Participate in Panel Discussion at The MoneyShow Orlando, February 8-11, 2018 Fort Lauderdale, Florida - January 29, 2018 - SanSal Wellness Holdings, Inc. (?SanSal Wellness? or the ?Company?) (OTC PINK: SSWH), a vertically-integrated agribusiness focused on producing full spectrum natural phytocannabinoid-rich industrial hemp extracts, toda

ARUU / Armeau Brands Inc FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTIONS 13 OR 15 (d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2017 Commission file number: 333-191251 SanSal Wellness Holdings, Inc. (Exact name of registrant as specified in its charter) Nevada 99-0375676 (State or Other Jurisdiction of (I.

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A AMENDMENT NO. 1 TO 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): September 27, 2017 SanSal Wellness Holdings, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 99-0375676 (State or other Jurisdi

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A AMENDMENT NO. 1 TO 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): November 8, 2017 SanSal Wellness Holdings, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 99-0375676 (State or other Jurisdict

Letter from Saturna Group Chartered Professional Accountants LLP (8)

Exhibit 16.1 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 U.S.A. Dear Ladies and Gentlemen: Re: SanSal Wellness Holdings, Inc. (formerly Armeau Brands Inc.) (the ?Company?) This letter confirms that we have reviewed Item 4.01, Changes in Registrant?s Certifying Accountant, of the Company?s Form 8-K dated November 8, 2017 and are in agreement with the statements made

Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 27, 2017 SanSal Wellness Holdings, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 99-0375676 (State or other Jurisdiction of Incorporation) (Commis

Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 8, 2017 SanSal Wellness Holdings, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 99-0375676 (State or other Jurisdiction of Incorporation) (Commiss

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 16, 2017 SanSal Wellness Holdings, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 99-0375676 (State or other Jurisdiction of Incorporation) (Commis

SanSal Wellness Holdings Inc. Highlights Whole-Plant Hemp Oil Extraction Operations and Growth Opportunities

Exhibit 99.1 SanSal Wellness Holdings Inc. Highlights Whole-Plant Hemp Oil Extraction Operations and Growth Opportunities Fort Lauderdale, Florida - November 16, 2017 - SanSal Wellness Holdings, Inc. (?SanSal Wellness? or the ?Company?) (OTC PINK: SSWH), a vertically-integrated agribusiness focused on producing full spectrum natural phytocannabinoid-rich industrial hemp extracts, today provided sh

Amended and Restated Articles of Incorporation(1)

Exhibit 3.1 AMENDED AND RESTATED ARTICLES OF INCORPORATION OF SANSAL WELLNESS HOLDINGS, INC. (f/k/a Armeau Brands Inc.) The Articles of Incorporation of SANSAL WELLNESS HOLDINGS, INC. f/k/a Armeau Brands Inc. (the ?Corporation?), originally filed with the Nevada Secretary of State on March 15, 2011, pursuant to Nevada Revised Statutes, Chapter 78 (the ?Corporations Code?), are hereby amended and r

SanSal Wellness Holdings, Inc. Announces 6-for-1 Forward Stock Split Dividend

Exhibit 99.2 SanSal Wellness Holdings, Inc. Announces 6-for-1 Forward Stock Split Dividend Fort Lauderdale, Florida - November 8, 2017 - SanSal Wellness Holdings, Inc. (?SanSal Wellness? or the ?Company?) (OTCPINK: SSWH) is pleased to announce that FINRA has approved implementation of a 6-for-1 forward stock split in the form of a stock dividend. The stock split was previously authorized by the Bo

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 6, 2017 SanSal Wellness Holdings, Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 99-0375676 (State or other Jurisdiction of Incorporation) (Commiss

Armeau Brands Inc. Completes Name Change to SanSal Wellness Holdings, Inc. and Announces New Trading Symbol SSWH

EX-99.1 3 s108092ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Armeau Brands Inc. Completes Name Change to SanSal Wellness Holdings, Inc. and Announces New Trading Symbol SSWH Fort Lauderdale, Florida - November 7, 2017 - SanSal Wellness Holdings, Inc. (“SanSal Wellness” or the “Company”) (OTC PINK: ARUU) is pleased to announce that the Company has received authorization from FINRA to implement its previou

Securities Exchange Agreement (4)

EX-10.1 2 s107655ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 SECURITIES EXCHANGE AGREEMENT BY AND AMONG ARMEAU BRANDS, INC., 271 LAKE DAVIS HOLDINGS, LLC D/B/A/ SANSAL and THE MEMBERS OF 271 LAKE DAVIS HOLDINGS, LLC D/B/A SANSAL Dated as of September 27, 2017 SECURITIES EXCHANGE AGREEMENT This SECURITIES EXCHANGE AGREEMENT (the “Agreement”), dated as of the 27th day of September, 2017, is made by and amo

2017 Stock Incentive Plan (4) *

EX-10.4 5 s107655ex10-4.htm EXHIBIT 10.4 Exhibit 10.4 ARMEAU BRANDS INC. 2017 STOCK INCENTIVE PLAN 1. Purposes of the Plan. The purposes of this Plan are to attract and retain the best available personnel, to provide additional incentives to Employees, Directors and Consultants and to promote the success of the Company’s business. 2. Definitions. The following definitions shall apply as used herei

Voting Agreement (4) *

EX-10.5 6 s107655ex10-5.htm EXHIBIT 10.5 Exhibit 10.5 VOTING AGREEMENT This VOTING AGREEMENT (this “Agreement”), is made and entered into as of this 27th day of September, 2017 (the “Effective Date”), by and among ALEXANDER M. SALGADO and ERDUIS SANABRIA (the “Management Shareholders”) and the other individuals and entities signatory to this Agreement (the “Investing Shareholders,” and together wi

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): September 27, 2017 Armeau Brands Inc. (Exact name of registrant as specified in charter) Nevada 333-191251 99-0375676 (State or other Jurisdiction of Incorporation) (Commission File N

Employment Agreement with Erduis Sanabria (4) *

EX-10.3 4 s107655ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 ARMEAU BRANDS INC. EXECUTIVE EMPLOYMENT AGREEMENT This EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is made as of September 27, 2017 (the “Effective Date”), between ARMEAU BRANDS INC., a Nevada corporation, (the “Company”) and ERDUIS SANABRIA, an individual (the “Executive”). RECITAL WHEREAS, the Company desires to employ the Executive and

Employment Agreement with Alexander M. Salgado (4) *

Exhibit 10.2 ARMEAU BRANDS INC. EXECUTIVE EMPLOYMENT AGREEMENT This EXECUTIVE EMPLOYMENT AGREEMENT (the ?Agreement?) is made as of September 27, 2017 (the ?Effective Date?), between ARMEAU BRANDS INC., a Nevada corporation, (the ?Company?) and ALEXANDER M. SALGADO, an individual (the ?Executive?). RECITAL WHEREAS, the Company desires to employ the Executive and the Executive desires to be employed

ARUU / Armeau Brands Inc 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JULY 31, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 333 -191251 ARMEAU BRANDS INC. (Exact name of registrant as specified

Armeau Brands NT 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 333 -191251 NOTIFICATION OF LATE FILING ? Form 10-K ? Form 11-K ? Form 20-F ? Form 10-Q ? Form N-SAR For Period Ended: July 31, 2017 ? Transition Report on Form 10-K ? Transition Report on Form 10-Q ? Transition Report on Form 20-F ? Transition Report on Form N-SAR For the Transition Period Ended: Nothing

Letter of Intent dated June 12, 2017

Exhibit 10.1 ARMEAU BRANDS, INC. 6610 North University Drive, Suite 200 Tamarac, FL 33321 June 12, 2017 Mr. Alexander M. Salgado, Manager 271 Lake Davis Holdings, LLC d/b/a SanSal 8648 Lake Davis Rd Pueblo, CO 81005 Gentlemen: This letter of intent (this ?Letter?), when signed where indicated below, shall constitute a statement of our mutual intent to consummate a transaction (the ?Transaction?) b

Financial Statements and Exhibits, Other Events

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): June 12, 2017 Armeau Brands, Inc.

ARUU / Armeau Brands Inc 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED APRIL 30, 2017 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 333 -191251 ARMEAU BRANDS INC. (Exact name of registrant as specifie

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): June 5, 2017 Armeau Brands, Inc.

Armeau Brands FORM 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: January 31, 2017 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission file number 333-191251 ARMEAU BRANDS INC. (Ex

Armeau Brands FORM 10-Q (Quarterly Report)

armeau10q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED October 31, 2016 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 333 -191251 ARMEAU BRANDS INC. (Exact name of regist

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED July 31, 2016 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 333 -191251 ARMEAU BRANDS INC. (Exact name of registrant as specified

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED APRIL 30, 2016 ¨ TRANSITION REPORT PURSUANT TO SEC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED APRIL 30, 2016 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 333 -191251 ARMEAU BRANDS INC. (Exact name of registrant as specifie

DATED MAY 25, 2016 ARMEAU BRANDS INC. 7,500,000 SHARES OF COMMON STOCK OFFERING PRICE $0.02 PER SHARE

DATED MAY 25, 2016 ARMEAU BRANDS INC. 7,500,000 SHARES OF COMMON STOCK OFFERING PRICE $0.02 PER SHARE This prospectus relates to the offering by Armeau Brands Inc. (“ us”, “ we”, “ our company”) of a maximum of 7,500,000 shares (the “ Offering”) of our common stock at an offering price of $0.02 per share. There is no minimum for this Offering and we will retain the proceeds from the sale of any of

Armeau Brands ESP

ARMEAU BRANDS INC. 1805-141 Lyon Court Toronto, ON Canada, M6B 3H2 Telephone: (647) 640-3625 May 20, 2016 VIA EDGAR United States Securities and Exchange Commission 100 F Street North East Mail Stop 20549-0407 Washington, DC 20549 Dear Sirs: Re: Armeau Brands Inc. (the "Company") In connection with the Company's Amendment on Form S-1 Registration Statement (file no. 333-210190), the Company hereby

Armeau Brands ESP

ARMEAU BRANDS INC. 1805-141 Lyon Court Toronto, ON Canada, M6B 3H2 Telephone: (647) 640-3625 May 17, 2016 VIA EDGAR Securities and Exchange Commission 100 F. Street, NE Washington, D.C. 20549-7410 Attention: John Reynolds, Assistant Director Office of Beverages, Apparel and Mining Dear Sirs: Re: Armeau Brands Inc. (the ?Company?) Amendment No. 2 to Registration Statement on Form S-1 Filed May 6, 2

Armeau Brands FORM S-1 AMENDMENT NO. 3

S-1/A 1 2016may-armeaus1a3.htm FORM S-1 AMENDMENT NO. 3 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1/A # 3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ARMEAU BRANDS INC. (Exact name of Registrant as specified in its charter) Nevada 3420 99-0375676 (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number

Armeau Brands FORM S-1 AMENDMENT NO. 2

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1/A # 2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ARMEAU BRANDS INC. (Exact name of Registrant as specified in its charter) Nevada 3420 99-0375676 (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Identification Number) 1805-141 Lyon

Armeau Brands ESP

ARMEAU BRANDS INC. 1805-141 Lyon Court Toronto, ON Canada, M6B 3H2 Telephone: (647) 640-3625 May 6, 2016 VIA EDGAR Securities and Exchange Commission 100 F. Street, NE Washington, D.C. 20549-7410 Attention: John Reynolds, Assistant Director Office of Beverages, Apparel and Mining Dear Sirs: Re: Armeau Brands Inc. (the ?Company?) Amendment No. 1 to Registration Statement on Form S-1 Filed April 19,

Armeau Brands ESP

ARMEAU BRANDS INC. 1805-141 Lyon Court Toronto, ON Canada, M6B 3H2 Telephone: (647) 640-3625 April 19, 2016 VIA EDGAR Securities and Exchange Commission 100 F. Street, NE Washington, D.C. 20549-7410 Attention: John Reynolds, Assistant Director Office of Beverages, Apparel and Mining Dear Sirs: Re: Armeau Brands Inc. (the ?Company?) Registration Statement on Form S-1 Filed March 15, 2016 File No. 3

Armeau Brands FORM S-1 AMENDMENT NO. 1

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 /A #1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ARMEAU BRANDS INC. (Exact name of Registrant as specified in its charter) Nevada 3420 99-0375676 (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Identification Number) 1805-141 Lyon

Distribution Agreement with Alpha Food Services dated February 1, 2016.

Exhibit 10.5 DISTRIBUTION AGREEMENT AGREEMENT made as of the 1st day of February, 2016, by and between ARMEAU BRANDS INC. having its business address at 1805-141 Lyon Court, Toronto, Ontario, Canada, M6B 3H2 (hereinafter referred to as ?COMPANY?) and Alpha Food Services, having its principal place of business at 0031, Ara Sargsyan str. 4, Yerevan, RA, Armenia (hereinafter referred to as ?DISTRIBUT

Code of Ethics and Business Conduct.

Exhibit 14.1 ARMEAU BRANDS INC. (the ?Corporation?) CODE OF ETHICS AND BUSINESS CONDUCT FOR DIRECTORS, SENIOR OFFICERS AND EMPLOYEES OF THE CORPORATION (the ?Code?) This Code applies to the Chief Executive Officer, President, Chief Financial Officer, Principal Executive Officer, Principal Financial Officer, Principal Accounting Officer, Controller and persons performing similar functions (collecti

Armenian Icewine Consultation Proposal with IMBIBEdesign dated August 2, 2011.

IMBIBEdesign.com Exhibit 10.1 August 2, 2011 Armenian Icewine Consultation Proposal for Armeau Brands Inc. by IMBIBEdesign Dear Arto Tavukciyan, I am very pleased to present you with the following proposal outlining the scope of work, schedule, deliverables, and terms of agreement for the Icewine design and production process in Armenia. The present scope of work encompasses the preliminary resear

Armenian Icewine-Making Proposal with IMBIBEdesign dated February 6, 2012.

IMBIBEdesign.com Exhibit 10.4 February 1, 2012 Armenian Icewine-Making Proposal (Stage 2) for Arto Tavukciyan of Armeau Brands by IMBIBEdesign Dear Arto Tavukciyan, I am very pleased to present you with the following proposal outlining the scope of work, schedule, deliverables, and terms of agreement for the Icewine winemaking in Armenia. Scope of Work: 1. Winemaking oversight by phone and e-mail

Articles of Incorporation of Armeau Brands Inc.

Exhibit 3.1

Wine Services Agreement with EDVAG Group dated October 11, 2011.

Exhibit 10.3 WINE SERVICES AGREEMENT ԳԻՆՈՒ ՊԱՏՐԱՍՏՄԱՆ ՀԵՏ ԿԱՊՎԱԾ ԾԱՌԱՅՈՒԹՅՈՒՆՆԵՐԻ ՄԱՏՈՒՑՄԱՆ ՊԱՅՄԱՆԱԳԻՐ AN AGREEMENT made this 11th day of October, 2011 (the “Effective Date”) ՊԱՅՄԱՆԱԳԻՐ ստորագրված 2011թ. հոկտեմբերի 11-ին («Ուժի Մեջ Մտնելու Ժամկետ») BETWEEN Armeau Brands Inc., headquartered at 1000 East William Street, suite 204, Carson City, NV 89701 USA (hereinafter Armeau) Արմեո Բրենդս Ինք.-ի (կ

Independent Contractor Agreement with Gagik Melyan dated October 11, 2011.

Exhibit 10.2 INDEPENDENT CONTRACTOR AGREEMENT This Agreement is dated as of the 11 day of October, 2011. BETWEEN: Armeau Brands Inc., a Nevada Corporation, having an address at 1000 East William Street, suite 204, Carson City, NV 89701 USA (the “Corporation”) AND: Mr. Gagik Melyan, Viticulture Expert and Consultant, having an address at South Eastern District, Yerevan, Armenia (the “Contractor”) W