Charlie's Holdings, Inc.

Charlie's Holdings, Inc. stockholders approved several key proposals at their 2026 Annual Meeting. Most notably, they granted discretionary authority to the Board to effect a reverse stock split within a 1-for-3 to 1-for-50 range, aimed at facilitating an up-list to a national securities exchange. Additionally, an amendment to the 2019 Omnibus Equity Incentive Plan was approved, increasing the shares available for issuance by 15 million. Stockholders also re-elected five directors and ratified the appointment of Urish Popeck & Co., LLC as the independent registered certified public accounting firm for fiscal year 2026.

Charlie's Holdings, Inc. completed a private placement on May 20, 2026, selling 6,350,000 shares of common stock at $0.20 per share, totaling $1.27 million. The proceeds, comprising $270,000 in cash and $1.0 million in debt forgiveness, will be used for working capital and to amend PMTAs. The offering was conducted as an unregistered sale in reliance on Section 4(a)(2) of the Securities Act.

Charlie's Holdings, Inc. reported a significant increase in product revenue for Q1 2026, reaching $4.804 million, a 204% rise from the prior year. The company also reduced its net loss from continuing operations to $1.050 million, down from $1.269 million in Q1 2025. Despite ongoing regulatory challenges, including Marketing Denial Orders from the FDA for certain products, the company improved its working capital to $4.843 million and fully satisfied two related-party notes payable, while extending the maturity of a $2.0 million secured related-party note.