SENTIENT BRANDS HOLDINGS INC.

Sentient Brands Holdings Inc. announced the cancellation of 455,496 restricted common shares as restitution from former management, part of a "Compliance and Restitution" initiative addressing improperly issued shares. The company also reported significantly improved financial results for Q2 2026, with revenue increasing to $465,211 and net loss narrowing to $46,836. Despite operational improvements, the company continues to face substantial doubt about its ability to continue as a going concern due to an accumulated deficit and working capital deficit.

Sentient Brands Holdings Inc. reached confidential pre-filing settlement and cooperation agreements with two former members of management. These agreements, part of a "Compliance and Restitution" initiative, result in the surrender and cancellation of 455,496 restricted common shares without monetary payment from the company. The former management will also provide full cooperation to 25 investor "Plaintiff Parties" in contemplated legal actions concerning historical transactions and share issuances.

Sentient Brands Holdings Inc.'s Board of Directors has authorized management to engage specialized litigation counsel to pursue legal remedies. This action addresses certain historical transactions and share issuances, including allegations of self-dealing and unauthorized, dilutive equity issuance. The primary objective is to enforce contractual rights, recover assets, and cancel improperly issued equity, as well as resolve disputes concerning debt instruments. While no formal complaint has been filed, the company is coordinating with an investor group to pursue these claims.

Sentient Brands Holdings Inc. announced several management changes effective June 16, 2026. Dionne Pendleton resigned from her positions as a member of the Board, Corporate Secretary, and Treasurer. Her resignation was attributed to a decision to transition from these roles and not due to any disagreement with the Company. Concurrently, Derek Wyman was appointed as a Director and Treasurer, and Serge Knazev was appointed as a Director and Corporate Secretary, filling the vacancies created by Ms. Pendleton's departure.

Sentient Brands Holdings Inc. filed an amended 10-Q report for the quarter ended March 31, 2026, restating certain financial statements. The company reported Q1 2026 revenue of $230,711, a substantial increase from $0 in the prior year period, and a reduced net loss of $93,076 compared to $472,226 in Q1 2025. Despite the revenue growth and improved net loss, the company continues to face challenges with a significant accumulated deficit and substantial doubt about its ability to continue as a going concern, prompting a strategic plan focused on operational efficiency, revenue scaling, and capital access.

Sentient Brands Holdings Inc. reported a significant narrowing of its net loss to $(93,076) for the first quarter of 2026, a substantial improvement from a net loss of $(472,226) in the prior year, driven by the commencement of revenue-generating operations which totaled $230,711. The company also saw a reduction in operating expenses. However, the company continues to face a going concern warning due to accumulated deficits and the need for additional capital. Additionally, George Furlan resigned as CEO, and Serge Knazev was appointed Interim CEO, effective May 1, 2026.

George Furlan resigned from his positions as Interim Chief Executive Officer and a member of the Board of Directors of Sentient Brands Holdings Inc., effective April 24, 2026. His resignation was not due to any disagreement with the company. The company is reviewing compensation that may be owed to Mr. Furlan. Serge Knazev, the current President and Chief Operating Officer, has been designated as the acting principal executive officer, while the Board conducts a search for a new CEO and director.

SENTIENT BRANDS HOLDINGS INC. filed its annual report on Form 10-K for the fiscal year ended December 31, 2025. The filing indicates that the company's financial statements reflect corrections of errors to previously issued financial statements. These error corrections are restatements that necessitated a recovery analysis of incentive-based compensation for executive officers. The company is classified as a non-accelerated filer and a smaller reporting company.