Caring Brands, Inc. — Form 8-K

On July 10, 2026, Caring Brands issued 443,212 shares of Series A Convertible Preferred Stock (stated value $421,053, purchased at $0.95/share with 5% OID) and warrants to purchase 1,052,632 common shares at $0.40/exercise price to WorldBridge Ventures CBRA LLC for $400,000 cash. Concurrently, insider Brian John sold 150,000 common shares to the company (via CEO Glynn Wilson) for $150,000, funded from the investor proceeds in an integrated transaction. The preferred stock is convertible to common at variable prices subject to anti-dilution protection; warrants expire May 29, 2031. Company must maintain Nasdaq listing, register resale shares, and granted investor additional investment rights up to $4M at 90% of weighted-average price.