NASDAQ: BOF

BranchOut Food Inc.

CIK 0001962481 · SIC 2000 · Food & Kindred Products

Micro Revenue $14M Assets $17M as of Aug 28, 2026

BranchOut Food Inc., (collectively with its subsidiary, “BranchOut,” the “Company,” “we,” “us” or “our”), is a growth-stage consumer packaged foods company focused on developing, manufacturing, marketing, and distributing clean-label, plant-based dried fruit and vegetable snacks for retail and… About this business →

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424B5 Filed Aug 27, 2026

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8-K Filed Aug 13, 2026 · Period ending Aug 13, 2026

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10-Q Filed Aug 13, 2026 · Period ending Jun 30, 2026

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8-K Filed Aug 4, 2026 · Period ending Jul 31, 2026

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8-K Filed Jul 1, 2026 · Period ending Jun 30, 2026

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424B3 Filed Jun 15, 2026

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10-Q Filed May 14, 2026 · Period ending Mar 31, 2026

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10-K Filed Mar 31, 2026 · Period ending Dec 31, 2025

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424B5 Filed Jan 27, 2026

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424B5 Filed Nov 14, 2025

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424B3 Filed Jul 14, 2025

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10-K Filed Apr 15, 2025 · Period ending Dec 31, 2024

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424B4 Filed Jun 28, 2024

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S-1/A Filed Jun 24, 2024

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S-1 Filed Jun 24, 2024

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424B4 Filed Sep 1, 2023

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424B4 Filed Jun 21, 2023

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S-1/A Filed Jun 13, 2023

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S-1/A Filed Jun 9, 2023

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S-1 Filed Apr 24, 2023

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Latest financial statements

From 10-Q filed Aug 13, 2026 (period ending Jun 30, 2026). As printed on the EDGAR/iXBRL face — not generated by the model.

As filed

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited)

Description Three months ended June 30, 2026 Three months ended June 30, 2025 Six months ended June 30, 2026 Six months ended June 30, 2025
Net revenue 4,458,271 3,274,946 7,065,066 6,445,809
Cost of goods sold 4,361,446 2,693,279 6,567,581 5,334,286
Gross profit 96,825 581,667 497,485 1,111,523
Operating expenses:
General and administrative 1,167,053 846,662 2,026,273 1,232,301
Salaries and wages 677,282 436,163 1,343,618 750,405
Professional fees 314,145 323,062 574,834 558,096
Shipping and handling to customers 220,523 157,807 376,414 264,352
Advertising and promotions 283,134 126,617 360,788 260,184
Total operating expenses 2,662,137 1,890,311 4,681,927 3,065,338
Operating loss (2,565,312) (1,308,644) (4,184,442) (1,953,815)
Other income (expense):
Interest income 59 6,600 1,808 11,736
Other income 29,768 - 29,768 -
Interest expense (184,551) (301,112) (359,454) (579,459)
Total other income (expense) (154,724) (294,512) (327,878) (567,723)
Net loss (2,720,036) (1,603,156) (4,512,320) (2,521,538)
Other comprehensive income (loss):
Gain (loss) on foreign currency translation (169) 20,554 (56,414) 28,763
Net other comprehensive loss (2,720,205) (1,582,602) (4,568,734) (2,492,775)
Weighted average common shares outstanding basic and diluted 15,218,348 9,659,605 14,823,411 9,205,200
Net loss per common share basic and diluted (0.18) (0.17) (0.30) (0.27)

Condensed Consolidated Balance Sheets

Description June 30, 2026 (Unaudited) December 31, 2025
Assets
Current assets:
Cash 211,985 616,278
Accounts receivable, net 2,666,760 1,318,882
Advances on inventory purchases 50,121 -
Inventory 3,341,576 2,385,079
Prepaid expenses and other current assets 1,732,452 1,364,668
Total current assets 8,002,894 5,684,907
Property and equipment, net 6,045,819 5,686,761
Right-of-use assets 1,289,725 1,385,892
Other assets 1,267,000 1,267,000
Other receivable, net of current portion 673,065 435,132
Total assets 17,278,503 14,459,692
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable 2,292,489 1,252,757
Accrued expenses 1,588,645 1,035,373
Convertible note payable, related party, current portion net of discounts - 3,360,691
Equipment note payable, current portion 734,614 534,668
Note payable, related parties 3,000,000 -
Finance lease liability, current portion 146,375 85,658
Total current liabilities 7,762,123 6,269,147
Convertible note payable, related party, net of current portion and discounts 2,883,265 -
Note payable 34,500 34,500
Equipment note payable, net of current portion 590,704 965,332
Finance lease liability, net of current portion 1,539,036 1,619,006
Total liabilities 12,809,628 8,887,985
Stockholders’ equity:
Preferred stock, $0.001 par value, 8,000,000 shares authorized; no shares issued and outstanding - -
Common stock, $0.001 par value, 80,000,000 shares authorized; 15,316,030 and 13,385,459 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively 15,316 13,385
Additional paid-in capital 32,682,157 29,218,186
Accumulated other comprehensive income (loss) (29,549) 26,865
Accumulated deficit (28,199,049) (23,686,729)
Total stockholders’ equity 4,468,875 5,571,707
Total liabilities and stockholders’ equity 17,278,503 14,459,692

Condensed Consolidated Statements of Cash Flows (Unaudited)

Description Six months ended June 30, 2026 Six months ended June 30, 2025
Cash flows from operating activities
Net loss (4,512,320) (2,521,538)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation expense 360,851 305,560
Amortization of finance lease right-of-use asset 96,167 94,364
Change in allowance for doubtful accounts (25,586) -
Provision for prepaid inventory - 75,600
Amortization of debt discounts 22,574 33,019
Fair value adjustment related to warrant modification - 32,099
Stock-based compensation expense 515,744 81,097
Decrease (increase) in assets:
Accounts receivable (1,322,292) (1,440,275)
Advances on inventory purchases (50,121) 44,882
Inventory (956,497) 391,129
Prepaid expenses and other current assets (367,784) (1,044,154)
Other long-term asset and receivable (237,933) 80,391
Increase (decrease) in liabilities:
Accounts payable 1,039,732 365,098
Accrued expenses 553,272 (460,517)
Net cash used in operating activities (4,884,193) (3,963,245)
Cash flows from investing activities
Purchase of property and equipment (719,909) (491,332)
Net cash used in investing activities (719,909) (491,332)
Cash flows from financing activities
Repayment of equipment notes payable (174,682) (212,917)
Proceeds received on notes payable, related party 3,000,000 -
Repayment on notes payable, related parties - (635,000)
Principal payments on finance lease obligations (19,253) 4,802
Proceeds from sale of common stock pursuant to ATM program 1,429,044 2,407,448
Proceeds from exercise of warrants 1,021,114 1,173,158
Net cash provided by financing activities 5,256,223 2,737,491
Effect of exchange rate changes on cash (56,414) 28,763
Net decrease in cash (404,293) (1,688,323)
Cash beginning of period 616,278 2,329,452
Cash ending of period 211,985 641,129
Supplemental disclosures:
Interest paid 81,908 253,605
Income taxes paid - -
Non-cash investing and financing transactions:
Conversion of convertible debt into common stock 500,000 -

Amounts as printed on the EDGAR/iXBRL face. Labels, columns, and figures are the filing face, not a GAAP stencil. Interactive statements & notes on EDGAR ↗

About BranchOut Food Inc.

Source: Item 1 (Business) from the 10-K filed March 31, 2026. Description as filed by the company with the SEC.

ITEM
1. BUSINESS

Overview

BranchOut
Food Inc., (collectively with its subsidiary, “BranchOut,” the “Company,” “we,” “us”
or “our”), is a growth-stage consumer packaged foods company focused on developing, manufacturing, marketing, and distributing
clean-label, plant-based dried fruit and vegetable snacks for retail and foodservice markets through BranchOut-branded products, private-label
offerings, and industrial ingredient sales. We were originally incorporated as AvoChips Inc., an Oregon corporation, on February 21,
2017. On November 2, 2017, AvoChips Inc. converted into Avochips, LLC, an Oregon limited liability company and on November 19, 2021,
Avochips, LLC converted into a Nevada corporation named BranchOut Food Inc.

BranchOut
is headquartered in the U.S. with a 50,000 square foot manufacturing facility located in Pisco, Peru (the “Peru Facility”).
The Peru Facility is strategically located near key agricultural regions, enabling harvest-driven seasonal sourcing of high-quality fruits
and vegetables—including pineapple, banana, strawberry, avocado and apple—while reducing transportation time and costs and
supporting product freshness.

We
utilize proprietary GentleDry™ technology to convert fresh fruits and vegetables into clean-label snacks and industrial ingredients
within approximately 10 days. GentleDry™ is an advanced dehydration platform licensed exclusively to us from EnWave Corporation
for certain fruits and vegetables, enabling the production of differentiated products that preserve taste, texture, color, and nutrients
while improving process speed, energy efficiency, and oxidation control. The GentleDry™ technology is protected by more than 17
patents.

Read full description ↓

We
are focused on expanding distribution, increasing production capacity, and developing new products intended to drive repeat consumer
demand and scalable retail placement. We emphasize continuous improvement across product formulation, texture, flavor, and quality, while
leveraging process innovation to deliver clean-label products at competitive price points that support broad distribution across national
retail platforms.

Products

We
develop, manufacture, and market dehydrated fruit and vegetable products using our proprietary GentleDry™ technology. Our products
are primarily sold through three channels: branded retail snack products, private label products for major retailers, and fruit and vegetable
ingredients sold to food manufacturers. These products are manufactured at the Peru Facility in Pisco, Peru.

BranchOut
Branded Snacks

We
market a line of plant-based snack products under the BranchOut brand. These products consist primarily of dehydrated fruit and vegetable
snacks designed to retain the natural color, flavor, and texture of the underlying produce. Many of the products are made from single-ingredient
fruits or vegetables with minimal additional seasoning.

Current
branded snack products include:


Pineapple Chips, Simply Pineapple


Crunchy Strawberry Halves, 100% Strawberries


Organic Chewy Banana Slices, Simply Bananas


Chewy Banana Slices, Cinnamon Churro


Bell Pepper Crisps, with Sea Salt


Carrot Sticks, with Sea Salt

Our
products are produced using our licensed GentleDry™ dehydration technology, which removes moisture while preserving the natural
characteristics of the fruit or vegetable. The resulting products are shelf-stable and designed to provide a crunchy or chewy texture
depending on the product format.

BranchOut
branded snacks are sold through multiple distribution channels including retail grocery stores, club stores, online retailers, and our
direct-to-consumer e-commerce platforms.

2

Private
Label Products

In
addition to its branded products, we manufacture fruit and vegetable products for major North American retailers on a private label basis.
These products are sold under the retailer’s brand and distributed through the retailer’s existing grocery and club store
channels. Private label offerings currently include products such as dehydrated prunes, carrots, brussels sprouts, and raisins, as well
as other fruit and vegetable snack formats requested by retail customers.

Private
label manufacturing allows us to leverage our Peru Facility capacity and technology while expanding relationships with large retail partners.

Industrial
Ingredients

We
also produce dehydrated fruit and vegetable ingredients for use by food manufacturers in a variety of consumer packaged goods applications.
These ingredients may be used in products such as cereals, snack bars, baked goods, salads, ready-to-eat meals, and other packaged foods.

Our
ingredient products include dehydrated fruit and vegetable pieces, fragments, powders, and inclusions derived from products such as:


Banana


Mango


Blueberry


Pineapple


Cherry Tomato


Avocado


Other fruits and vegetables

We
have entered into a commercial collaboration with MicroDried, a supplier of premium dried fruit ingredients, to support the marketing
and distribution of certain ingredient products produced at the Peru Facility.

Products
in Development

We
continue to develop additional fruit and vegetable snack products and ingredient formats for both branded and private label customers.
Product development efforts are focused on expanding our snack portfolio, supporting private label programs for large retailers, and
developing new ingredient applications for food manufacturers. From time to time, we engage with potential commercial partners and institutional
customers to develop products tailored to specific applications.

Macroeconomic
Environment

We
operate within a global macroeconomic environment that includes agricultural sourcing, manufacturing, regulatory compliance, and cross-border
logistics. Our manufacturing operations are located in Peru, where we source fruits and vegetables and manufacture products for export
to the United States.

Upon
entry into the United States, our products are subject to U.S. Customs and Border Protection requirements, U.S. Food and Drug Administration
regulations, and applicable trade and tariff policies. International shipping conditions—including freight availability, transit
times, fuel costs, port congestion, and broader global trade dynamics—may impact logistics costs, delivery schedules, and inventory
levels.

Operating
in Peru requires compliance with local tax, labor, customs, and regulatory frameworks administered by the Peruvian government, including
oversight by the Peruvian tax authority (SUNAT). These requirements govern manufacturing operations, tax compliance, and export documentation
and may affect operating timelines, administrative processes, and working capital needs.

We
monitor macroeconomic conditions, regulatory environments, and global trade dynamics to manage supply-chain execution, control costs,
and maintain continuity of operations. While these factors introduce operational complexity, management believes its experience navigating
cross-border manufacturing and logistics supports scalable growth within the current global trade environment.

Consumer
Packaged Foods Industry

The
United States consumer packaged foods (“CPG”) industry is large and highly competitive, with snacking representing a significant
and growing portion of consumer food spending. U.S. CPG industry is approximately $1.5 trillion to nearly $2 trillion annually reflecting
continued demand for convenient food options. Within CPG snacking, consumer preferences have been shifting toward “better-for-you”
offerings that emphasize simple, recognizable ingredients, reduced sugar, and clean-label claims. Demand continues to grow for snacks
that prioritize natural ingredients and minimal processing, reflecting consumer focus on transparency and health-oriented choices.

Better-for-you
snack categories continue to attract innovation and shelf space as consumers seek convenient options aligned with plant-forward and clean-label
preferences. The global better-for-you snacks market is estimated at approximately $50.4 billion in 2024, with the U.S. characterized
by significant product innovation and demand for snacks made with natural and organic ingredients.

3

At
the same time, the competitive environment continues to evolve as retailers expand their private-label assortments and compete on value
and quality. U.S. private-label sales reached a record $282.8 billion in 2025, indicating sustained retailer and consumer adoption of
store-brand products across categories, including food.

Our
Strategy

BranchOut
is focused on executing a growth-stage strategy that balances product innovation, distribution expansion, and disciplined manufacturing
scale-up. As a manufacturing-led business, our strategy emphasizes aligning customer growth and product development with production capacity,
supply-chain execution, and cost control.

Key
elements of our strategy include:


Driving
revenue growth through customer onboarding and product expansion, by developing new snack and ingredient products designed to
generate repeat consumer demand and support scalable retail and foodservice placement.


Expanding distribution
channels across national and regional retail, club, grocery, and private-label platforms to increase product availability while
maintaining disciplined customer and channel selection.


Scaling manufacturing
utilization and capacity, with a focus on achieving high utilization at our Peru Facility while investing in incremental capacity
expansion to support anticipated demand, operational efficiency, and margin improvement.


Maintaining operational
discipline during scale-up, including production planning, inventory management, quality control, and supply-chain coordination,
to support consistent product quality, reliable fulfillment, and cost management as volumes increase.

Management
believes that this growth-stage, manufacturing-focused approach allows us to compete effectively by pairing differentiated products with
scalable operations, while managing the complexity and execution demands inherent in expanding within the consumer-packaged foods industry.

Distribution
Channels and Customers

We
sell our products primarily through large national retail customers in the United States, including Costco and Walmart, with additional
limited sales through private-label and ingredient customers. Sales to these customers are generally made pursuant to purchase orders
and program-based arrangements rather than long-term volume commitments

Products
are manufactured at our Peru Facility and exported to the United States for distribution through national retail channels, and our direct-to-consumer
e-commerce platforms. A substantial portion of our net sales is derived from a limited number of customers, and changes in purchasing
patterns, pricing terms, or distribution decisions by these customers could materially affect operating results.

Competition

We
operate in a competitive segment of the consumer-packaged foods industry focused on fruit- and vegetable-based snacks and ingredients.
We compete with established food manufacturers, emerging better-for-you snack brands, and private-label suppliers, many of which have
greater financial, marketing and distribution resources than we do.

Competition
in this industry is based on product quality, price, brand recognition, ingredient transparency, innovation, and the ability to secure
and maintain retail shelf space. Some competitors may have longer operating histories, larger scale facilities, broader product lineups,
or established relationships with major retailers, which could result in competitive pressures on pricing and market share.

We
compete through product differentiation, including the development of clean-label, minimally processed products that preserve taste,
texture, and nutritional attributes. Our manufacturing platform enables us to produce differentiated formats and textures that are not
widely available through conventional processing methods. In addition, we focus on innovation across our BranchOut-branded, private-label,
and industrial ingredient channels, working with customers to develop products tailored to specific category needs. We also seek to compete
through operational execution, including consistent product quality, reliable supply, and responsiveness to customer requirements.

Seasonality

Our
operating model is influenced by the seasonality of agricultural harvest cycles for certain fruits and vegetables and by seasonal shifts
in consumer demand and retailer purchasing patterns. These factors can affect the timing and cost of raw material sourcing, production
scheduling, and finished goods inventory levels.

To
manage these dynamics, we seek to optimize production planning and inventory management, including producing higher volumes during periods
of peak raw material availability and leveraging the shelf-stable nature of our products to support customer demand throughout the year.
As a result, quarterly operating results may fluctuate based on the timing of harvest cycles, production runs, customer orders, and promotional
activity.

4

Intellectual
Property

Our
product differentiation and manufacturing processes are supported by proprietary technology developed and licensed for use in producing
our snacks and ingredient products. BranchOut uses proprietary GentleDry™ technology under an exclusive license agreement with
EnWave Corporation, that is critical to our manufacturing process.

The
GentleDry™ platform is protected by more than 17 patents in multiple jurisdictions, and we also maintain confidentiality and operational
controls to protect trade secrets and know-how related to our product formulations, process parameters and quality protocols. While we
believe these intellectual property rights and licensed technologies are important to our competitive position, there can be no assurance
that they will not be challenged, circumvented, invalidated or infringed upon by competitors.

Employees
and Operating Partners

Our
operations are supported by an international workforce, with approximately 98% of our employees based in Peru supporting manufacturing
and supply-chain activities. We believe our employees and operating partners are critical to execution, product quality, and long-term
growth, and we seek to foster a safe, respectful, and collaborative working environment across our operations.

At
our Peru Facility, we must comply with applicable labor, employment, and workplace safety regulations and provide access to health,
safety, and wellness resources consistent with local standards and practices. We emphasize workforce stability, training, and operational
continuity and maintain relationships with local partners and service providers to support our manufacturing and logistics activities.

We
consider employee health and safety to be core operational priorities and maintain policies and procedures designed to promote safe working
conditions at our manufacturing facility. Supporting employees and partners through responsible employment practices and operational
discipline contributes to product quality, supply-chain reliability, and long-term business performance.

Corporate
Sustainability and Social Responsibility

We
are committed to responsible operational and sourcing practices as integral components of our operations. The proprietary dehydration
technology promotes efficient use of agricultural produce, reduced food waste, and lower energy consumption while preserving key product
attributes. Our manufacturing facility in Pisco, Peru is strategically located within regions that support agricultural production, enabling
efficient sourcing and fostering relationships with local agricultural communities.

Government
Regulation

Our
operations are subject to regulation by U.S. federal, state, and local authorities, as well as foreign regulatory agencies in the jurisdictions
in which we operate. In the United States, we are regulated by the Food and Drug Administration (“FDA”) under the Federal
Food, Drug, and Cosmetic Act, as amended by the Food Safety Modernization Act (“FSMA”), which governs the manufacturing,
processing, packaging, labeling, storage, and safety of food products, including imported foods.

FSMA
emphasizes preventive food safety controls and enhanced oversight of foreign food facilities supplying the U.S. market. We maintain food
safety and quality systems designed to comply with applicable FDA and FSMA requirements and monitors regulatory developments to support
continued compliance.

Our
products are also subject to regulation by the United States Department of Agriculture (“USDA”) and U.S. Customs and Border
Protection in connection with the importation of agricultural and food products into the United States. In addition, our manufacturing
operations in Peru are subject to applicable local laws and regulations governing food production, labor, tax, and export requirements.

We
believe we are in material compliance with applicable food safety, labeling, and import regulations; however, changes in regulatory requirements,
enforcement practices, or trade policies could affect operating costs, supply-chain execution, or administrative complexity.

Principal
Executive Offices

Our
principal executive offices are located at 205 SE Davis Ave., Suite C, Bend, Oregon 97702. Our telephone number is (844) 263-6637.

Employees

As
of December 31, 2025, we had approximately 314 full-time employees, including 308 employees in Peru. Our employees are not represented
by labor unions. We consider our relationship with our employees to be positive.

5