8-K
Bespoke Extracts, Inc. (BSPK)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of theSecurities Exchange Act of 1934
Date of Report (Date of earliest event reported):
June 30, 2025
| Bespoke Extracts, Inc. | ||
|---|---|---|
| (Exact name of registrant as specified in its charter) | ||
| Nevada | 000-52759 | 20-4743354 |
| --- | --- | --- |
| (State or other jurisdiction <br><br>of incorporation) | (Commission File Number) | (IRS Employer <br><br>Identification No.) |
12001
E.33rd Ave Unit O
Aurora,
CO 80010
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code
(720-949-1143
)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act: None.
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On June 30 2025, Bespoke Extracts, Inc.. (the “Company”) issued a press release announcing its financial results and business highlights for the quarter ended March 31, 2025. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information set forth under this Item 2.02 of this Current Report on Form 8-K (including Exhibit 99.1) is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits – The following exhibits are filed as part of this report:
| Exhibit No. | Description of Exhibit |
|---|---|
| 99.1 | Press Release dated June 30, 2025. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Bespoke Extracts, Inc. | ||
|---|---|---|
| Date: July 7, 2025 | By: | /s/ Michael Feinsod |
| Michael Feinsod<br><br> Chief Executive Officer |
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Exhibit 99.1
Bespoke Extracts, Inc. Announces Financial Results and StrategicRebranding for the First Quarter Ended March 31, 2025
Aurora, CO – June 30, 2025 – Bespoke Extracts, Inc. (OTCQB: BSPK), a Colorado based company focused on operating in the regulated cannabis markets in the United States, today announced its financial results for the first quarter ended March 31, 2025, and highlighted the successful rebranding of its product offerings under The Joint Company.
Financial Highlights for Q1 2025:
| ● | Revenue Growth: Sales increased to $263,159, up 1.0% from $260,428 in Q1 2024, fueled by strong direct sales of branded pre-rolled<br>joints and expanded joint production services for licensed dispensaries in Colorado. |
|---|
| ● | Improved Gross Profit: Gross profit rose to $110,779 from $102,581 in Q1 2024, driven by enhanced production efficiencies in<br>pre-rolled joints, though partially offset by higher packaging and testing costs for new product launches. |
|---|
| ● | Reduced Operating Expenses: Operating expenses fell to $356,117 from $405,384 in Q1 2024, reflecting lower stock-based compensation,<br>reduced salaries, and decreased professional fees. |
|---|---|
| ● | Reduced Net Loss: Net loss decreased to $260,521, from $314,118 in Q1 2024. |
| --- | --- |
Strategic Rebranding and Product Expansion under The Joint Company(TJC)
In Q1 2025, Bespoke Extracts successfully rebranded as The Joint Company (TJC), a pivotal step in its growth strategy. TJC scaled its white-label processing business and launched two new branded products, Doobskis and Dutch Blunts, which have gained significant traction in Colorado’s regulated cannabis market. The Fresh Joint product line continues to increase product revenue, primarily through growth in multi-packs.
Operational Highlights:
| ● | Through its subsidiary, Bespoke Extracts Colorado, LLC, the Company operates a marijuana-infused products manufacturing facility in<br>Aurora, selling its products and services to licensed dispensaries in Colorado. |
|---|---|
| ● | Achieved cost efficiencies in raw materials, packaging, and labor, boosting gross margins despite increased marketing and sampling<br>costs for new product launches. |
| --- | --- |
| ● | Daily pre-roll production increased by 32% compared to Q1 2024, enhancing TJC’s ability to offer competitive processing services<br>and lower priced products in Colorado. |
| --- | --- |
| ● | The Company is exploring expansion of TJC into other state-regulated cannabis markets, leveraging its successful Colorado operations<br>experience to pursue new growth opportunities. |
| --- | --- |
| ● | Management is focused on expanding market share and optimizing operations for sustainable, long-term growth. |
| --- | --- |
Management Commentary:
Michael Feinsod, CEO of Bespoke Extracts, stated: “Q1 2025 marked a transformative period for Bespoke Extracts as we rebranded to The Joint Company and introduced Doobskis and Dutch Blunts. These initiatives, combined with enhanced third-party processing capabilities, have significantly strengthened our market position and revenue potential. Despite an 8.8% contraction in Colorado’s regulated cannabis market during the quarter ending March 31, 2025 compared to Q1 2024, we achieved year-over-year growth. Our improved manufacturing processes are delivering strong results, and we expect continued gross margin improvements as we scale. We remain committed to disciplined financial management and strategic expansion in the regulated cannabis market.”
Fiscal Q2 2025 Outlook:
| ● | Revenue Growth: Based on preliminary Q2 2025 sales data, we have seen significant sales traction in our new product lines during<br>the second quarter. The Company projects revenue exceeding $385,000 for the quarter ending June 30, 2025, compared to $278,163 in the<br>quarter ended June 30, 2024, driven by continued growth of FreshJoints , strong demand for Doobskis and Dutch Blunts<br>and expanded third-party processing services. |
|---|
| ● | Operational Efficiencies: Continued improvements in manufacturing processes are expected to support higher production volumes<br>and consistent product quality. |
|---|
| ● | Gross Margin Improvement: Enhanced production efficiencies and cost management in raw materials, packaging, and labor are projected<br>to drive higher gross margins, despite increased marketing investments for new product launches. |
|---|
Balance Sheet
Condensed Consolidated Balance Sheets
(unaudited)
| December 31, <br><br>2024 | |||||
|---|---|---|---|---|---|
| Assets | |||||
| Current assets | |||||
| Cash | 30,365 | $ | 60,305 | ||
| Accounts receivable, net | 36,757 | 57,276 | |||
| Prepaid Expense | 17,094 | 15,150 | |||
| Inventory, net | 38,904 | 32,526 | |||
| Total current assets | 123,120 | 165,257 | |||
| Furniture and equipment | 29,557 | 31,342 | |||
| License | 10,000 | 10,000 | |||
| Right of Use Asset | 73,448 | 140,489 | |||
| Deposits | 12,000 | 12,000 | |||
| Total assets | 248,125 | $ | 359,088 | ||
| Liabilities and Stockholders’ (Deficit) | |||||
| Current liabilities | |||||
| Accounts payable and accrued liabilities | 1,123,600 | $ | 958,276 | ||
| Note payable | 13,000 | 20,000 | |||
| Advances – related party | 66,872 | 66,872 | |||
| Operating lease liability | 38,063 | 73,523 | |||
| Total current liabilities | 1,241,535 | 1,118,671 | |||
| Long-Term Liabilities | |||||
| Notes Payable – secured (net of discount ) | 286,945 | 241,351 | |||
| Notes Payable | 169,000 | 169,000 | |||
| Note Payable – related party | 849,500 | 849,500 | |||
| Long-Term Operating Lease Liability | 35,345 | 72,504 | |||
| Total liabilities | 2,582,325 | 2,451,026 | |||
| Shareholders’ Deficit | |||||
| Series C Convertible Preferred Stock, 1 share issued and outstanding as of March 31,2025 and December 31, 2024 | - | - | |||
| Common stock, 0.001 par value: 3,000,000,000 authorized: 11,153,220 issued and outstanding as of March 31, 2025 and December 31, 2024 | 11,151 | 11,151 | |||
| Additional paid-in capital | 24,319,286 | 24,301,027 | |||
| Accumulated deficit | (26,664,637 | ) | (26,404,116 | ) | |
| Total stockholders’ deficit | (2,334,200 | ) | (2,091,938 | ) | |
| Total liabilities and shareholders’ deficit | 248,125 | 359,088 |
All values are in US Dollars.
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Condensed Consolidated Statement of Operations
(Unaudited)
| For the Three Months Ended March 31, | ||||||
|---|---|---|---|---|---|---|
| March 31,<br> 2025 | March 31,<br> 2024 | |||||
| Sales | $ | 263,159 | $ | 260,428 | ||
| Cost of products sold | 152,380 | 157,847 | ||||
| Gross Profit | 110,779 | 102,581 | ||||
| Operating expenses: | ||||||
| Selling, general and administrative expenses | 313,153 | 347,859 | ||||
| Professional fees | 42,964 | 57,525 | ||||
| Total operating expenses | 356,117 | 405,384 | ||||
| Loss from Operations | (245,338 | ) | (302,803 | ) | ||
| Other income/(expenses) | ||||||
| Interest expense | (15,183 | ) | (11,315 | ) | ||
| Total other (expense)/income | (15,183 | ) | (11,315 | ) | ||
| Loss before income tax | (260,521 | ) | (314,118 | ) | ||
| Provision for income tax | ||||||
| Net Loss | $ | (260,521 | ) | $ | (314,118 | ) |
| WEIGHTED AVERAGE COMMON SHARES OUTSTANDING | ||||||
| Basic and Diluted | 11,153,220 | 10,168,220 | ||||
| NET LOSS PER COMMON SHARE OUTSTANDING | ||||||
| Basic and Diluted | $ | (0.02 | ) | $ | (0.03 | ) |
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Forward-Looking Statements:
This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and such forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. You are cautioned that such statements are subject to a multitude of risks and uncertainties that could cause circumstances, events or results to differ materially from those projected in the forward-looking statements as a result of various factors and other risks, including, without limitation, those set forth in the Company’s latest Form 10-K, filed with the Securities and Exchange Commission. You should consider these factors in evaluating the forward-looking statements included herein, and not place undue reliance on such statements. The forward-looking statements in this release are made as of the date hereof and the Company undertakes no obligation to update such statements.
About Bespoke Extracts, Inc.:
Bespoke Extracts, Inc. is a Nevada corporation operating in the regulated cannabis markets in the United States. Through its wholly-owned subsidiary, Bespoke Extracts Colorado, LLC, the Company operates a marijuana-infused products manufacturing facility in Aurora, Colorado, focusing on delivering high-quality products to licensed dispensaries under its rebranded portfolio, The Joint Company.
Contact:
Bespoke Extracts, Inc.
Email: info@bespokeextracts.com
Website: www.bespokeextracts.com
Note: The financial data in this press release is derived from the Company’s unaudited consolidated financial statements included in its Form 10-Q for the quarter ended March 31, 2025, filed with the SEC. Forward-looking revenue projections and expansion plans are based on management’s current expectations and are subject to change.
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