8-K
Limitless X Holdings Inc. (LIMX)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
January 4, 2026
Date
of Report (Date of earliest event reported)
LIMITLESS
X HOLDINGS INC.
(Exact name of registrant as specified in its charter)
| Delaware | 000-56453 | 81-1034163 |
|---|---|---|
| (State<br> or other jurisdiction<br><br> <br>of<br> incorporation) | (Commission<br><br> <br>File<br> Number) | (IRS<br> Employer<br><br> <br>Identification<br> No.) |
| 9454 Wilshire Blvd., #400 | **** | |
| --- | --- | |
| Beverly Hills, CA | 90212 | |
| (Address<br> of principal executive offices) | (Zip<br> Code) |
(855)413-7030
Registrant’s
telephone number, including area code
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement<br> 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:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| N/A | N./A | N/A |
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. ☐
Item1.01 Entry into a Material Agreement.
On January 4, 2026 (the “Effective Date”), the Company entered into an Offer of Employment (“Agreement”) with Mr. Daniel C. Sanders to serve as President of Limitless X Holdings Inc. (the “Company”). Under the Agreement, Mr. Sanders’s responsibilities include overall company management and oversight of scientific innovation, product development, regulatory matters, manufacturing advisory, and strategic enablement of go-to-market channels, among other duties as assigned by the Board and Chairman. The Agreement includes confidentiality, work product, non-interference, and non-disparagement provisions, and states that employment is at-will. The compensatory terms are summarized below.
Item3.02 Unregistered Sales of Equity Securities
To the extent required by Item 3.02 of Form 8-K, the information contained in Item 1.01 and Item 5.02 of this Current Report on Form 8-K is incorporated herein by reference.
The above summary in Items 1.01, 5.02, and 3.02 does not purport to be a complete summary of the Agreement and is qualified in its entirety by reference to the full text of the Agreement, a copy of which is filed herewith as an exhibit and is incorporated by reference.
Item5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
Item5.02 (c) Appointment of New President
On January 4, 2026, the Company’s board of directors appointed Daniel C. Sanders to serve as the Company’s new President as of the Effective Date. Mr. Sanders, age 33, holds a B.S. in Molecular Biotechnology and Genetics from the University of Arkansas at Little Rock, and has significant operations experience as an executive creating, manufacturing, and scaling consumer packaged goods and implementing GMP-compliant manufacturing systems. His work has driven the growth of brands now distributed across seven of the ten largest big-box retailers in the United States, demonstrating a proven ability to move products from concept to national shelf placement while maintaining regulatory, quality, and margin discipline.
From 2024 to the present, Mr. Sanders has served as Vice President of Manufacturing at Innovative Life Sciences, following his role as Director of Operations from 2023 to 2024, where he led a major operational expansion that increased production capacity by more than 500%. He is also the Founder and Chief Scientific Officer of Gwella Inc. (2020–present) and has served as Director of Biotechnology at Albert Labs since 2024, after previously holding the position of EU Lead Scientist from 2021 to 2024. Earlier in his career, he founded and managed MaryGold/Hermes Laboratories and ARextracts LLC (2018–2020) and began his professional journey in clinical research and laboratory science.
Item5.02 (e) Compensatory Arrangements of Certain Officers.
Under the Agreement, Mr. Sanders’s initial annual base salary is $250,000, which he agreed to defer for the first 120 days in exchange for stock issuances only during the trial period, with such issuances occurring quarterly and valued at the time of each issuance. After the 120-day trial period, Mr. Sanders will be added to the Company’s payroll program and salary may be paid in stock and/or cash as agreed by the parties at that time.
Item9.01 Financial Statements and Exhibits.
| (d) | Exhibits |
|---|---|
| 10.1 | Offer of Employment to Daniel C. Sanders dated as of January 4, 2026 |
| 99.1 | Press<br> Release issued on January 5, 2026 announcing appointment of Daniel Sanders ass President of Limitless X Holdings, Inc. |
| 104 | Cover<br> Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| **** | LIMITLESS X HOLDINGS INC. | ||
|---|---|---|---|
| Date: | January<br> 8, 2026 | By: | /s/ Jaspreet Mathur |
| Name: | Jaspreet<br> Mathur | ||
| Title: | Chief<br> Executive Officer |
Exhibit10.1
| TO: | Daniel<br> Sanders<br><br> <br>2200<br> Commercial Lane<br><br> <br>Little<br> Rock, AK<br><br> <br>danielcsanders1@gmail.com |
|---|
Position: President
| Re: | Offer of Employment |
|---|
Dear Daniel:
On behalf of Limitless X, Inc. (the “Company”), I am pleased to confirm our offer of employment with the Company in the position of “President”. The terms and conditions of your employment will be as follows:
1. Your work will generally consist of overall company management, including but not limited to, scientific innovation, product development, regulatory oversight, manufacturing advisory, and strategic enablement of go-to-market channels, including compliance for national retail distribution. You will also be responsible for, generally: overseeing budgets and staff, meeting with board members and other executives to assist the direction of the Company and ensuring the Company’s compliance with its mission and ensuring goals are met based on the Company’s strategic plans, maintain awareness and knowledge of finances, budgets, plans, etc., advise on all contracts, and maintain relationships with the community and industry leaders and encourage business investments as related to product development, fulfillment, etc., and search for alliances, partnerships and opportunities, and such other duties as you may be assigned from time to time. Your duties may change on reasonable notice, based on the needs of the Company and your skills, as determined by the Board of Directors and Chairman. Your performance will be reviewed approximately once per year.
2. Subject to the trial period as set forth below, your starting base salary will be $250,000.00 per year, less all applicable state and federal withholding and other lawful deductions.^1^ Generally, your compensation will be reviewed annually but the Company reserves the right to change your compensation from time to time on reasonable notice. After the 120-day trial period, or as otherwise agreed to by the Parties, the Company will add you to a payroll program paying salary, in stock and/or cash, to be agreed upon by the Parties at that time, and you will be eligible for medical coverage as well as vacation, holidays, etc., if and when these benefits are available to other Company employees.
^1^ You have agreed to defer this starting base salary for 120 days and instead receive stock issuances only as compensation in this trial period, with quarterly issuances and the stock price valued at the time of each issuance.
3. As a condition of your employment, you agree that you will abide by all current Company personnel policies and practices, will refrain from any form of harassment or discrimination and will cooperate with other employees and customers of the Company in a professional manner.
4. This offer of employment is conditioned upon your execution of the Company’s Confidentiality Agreement, the key terms of which are set forth herein as follows:
It is essential that the business and internal affairs of LIMITLESS X be kept confidential. It is equally essential that information pertaining to work projects be kept strictly confidential. All employees share responsibility to ensure that proper security is maintained. Any breach of security should be reported promptly to the CEO of LIMITLESS X and/or a different officer, including the COO, or VP of Legal Affairs.
Company property includes not only tangible property, like desks, phones and computers, but also intangible property such as information. Of particular importance are confidential, proprietary and trade secret information. This includes all information obtained by LIMITLESS X employees during the course of their work, including but not limited to slogans, logos, information processes, products, techniques, methods, copyrightable materials written or created by Employees within the scope of their employment, pricing, contracts, computer files and records, business and marketing plans, financial information, marketing data, sales, formulas, information on future projects, proprietary software programs, including concept, development, programming, quality assurance and testing, computer passwords and codes, forms and manuals, training materials, forms, as well as verbal or written information communicated to others which the Company’s work pertains. This Work Product shall be and remain the sole and exclusive property of the Company and not be disclosed or used in any fashion by Employee for personal purposes or gain, or by future employers of Employee. Work Product may not be removed without permission of the CEO.
Employees may not disclose or use proprietary or confidential information while employed by the Company except as their jobs require, nor may they disclose or use such information at any time after termination of their employment. Neither the Company nor the Employee may disparage the other publicly during Employment or thereafter. Anyone who violates this policy may be subject to discipline, up to and including, termination, as well as possible legal action, even if they do not actually benefit from the use or disclosure.
As a condition of employment LIMITLESS X requires its employees to comply strictly with the Confidentiality, Non-Interference and Non-Disparagement provisions herein and as may further be agreed upon in other policies, handbooks, or agreements.
5. We hope that your association with the Company will continue for a substantial period, but we recognize that the future is inherently uncertain and that assurances of permanent or continuing employment are not feasible. Therefore, in accordance with our standard policy, your employment will be “at-will.” In other words, either you or the Company can terminate the employment relationship at any time, for any reason, with or without cause and with or without notice. This at-will aspect of your employment, which includes the right of the Company to demote, transfer, or otherwise discipline you with or without cause, is not subject to change or modification of any kind unless in writing signed by you and the Chief Executive Officer of the Company.
6. This letter agreement and any dispute, claim, or controversy arising out of or relating to this agreement or your employment with the Company shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflicts-of-law principles.
We look forward to your starting work at the Company on January 5th, 2026. Should this date not be convenient, please let me know as soon as possible.
Please signify your acceptance of this employment offer, and the provisions set forth above defining the terms and conditions of your employment, by signing the enclosed copy of this letter agreement and returning to me via email at jas@limitlessx.com. If there is any matter in this letter agreement which you wish to discuss further, please do not hesitate to speak to me.
| Very<br> truly yours, |
|---|
| /s/ Jaspreet Mathur |
| Jaspreet<br> Mathur, Chief Executive Officer |
I HEREBY ACCEPT LIMITLESS X, INC’S OFFER OF EMPLOYMENT UPON THE TERMS AND CONDITIONS SET FORTH ABOVE.
| /s/ Daniel Sanders | ||
|---|---|---|
| Dated: January 4, 2026 | Name: | Daniel Sanders |
Exhibit99.1
FOR IMMEDIATE RELEASE
LimitlessX Appoints Seasoned Consumer Products and Manufacturing Executive Daniel Sanders as President
LosAngeles, CA – January 5, 2026 – Limitless X Holdings Inc. (OTCQX: LIMX), a diversified global consumer products, wellness, entertainment, and lifestyle company founded by entrepreneur Jas Mathur, today announced that its Board of Directors has appointed Daniel Sanders as President, effective immediately.
Mr. Sanders brings over 20 years of senior executive experience across consumer nutraceuticals, wellness, product development, large-scale GMP manufacturing, and national retail distribution. Throughout his career, he has been part of executive and operational teams responsible for developing, manufacturing, and scaling products distributed through major U.S. retailers, including Walmart, Sam’s Club, Whole Foods, Target, Kroger, Sprouts, GNC, and Costco, as well as private-label manufacturing for the Whole Foods 365 brand.
In his role as President, Mr. Sanders will oversee manufacturing strategy, supply chain execution, product scalability, and distribution with a primary focus on positioning Limitless X’s growing portfolio of consumer brands for national and international brick-and-mortar retail expansion. His appointment is expected to strengthen the Company’s ability to secure major retail placements, improve operational efficiency, and drive long-term shareholder value.
Commenting on the appointment, Jas Mathur, Chairman and CEO of Limitless X Holdings Inc., stated, “As we continue scaling the Limitless X business, expanding our consumer brands and strengthening our foundation for national retail distribution are top priorities. Daniel’s background in large-scale manufacturing, product development, and big-box retail execution is exactly what we need at this stage of growth. His experience directly supports our mission of accelerating revenue across multiple verticals to build durable enterprise value for shareholders.”
Mathur continued, “Daniel’s leadership will also play a key role in maximizing the value of our strategic partnerships and brand ambassadors, including global icons such as Manny Pacquiao Promotions, Manny Pacquiao, DJ Pauly D, Floyd Mayweather Jr., and many others, by ensuring our products are retail-ready, scalable, and positioned to meet the standards of the world’s largest retailers.”
Commenting on his appointment, Mr. Sanders added, “Limitless X is well positioned at the intersection of consumer products, brand power, and global distribution. The Company’s portfolio, combined with its celebrity partnerships and public-company platform, create a powerful opportunity to build meaningful scale. I’m excited to help drive disciplined execution, retail expansion, and long-term value creation for shareholders.
“As both an executive and shareholder, I’m confident that strengthening manufacturing, optimizing supply chains, and executing a focused retail strategy, will unlock significant growth opportunities in 2026 and beyond.”
Growth& Outlook
The appointment of Mr. Sanders is expected to have a materially positive impact on Limitless X’s growth trajectory and financial performance. By strengthening manufacturing efficiencies, accelerating retail distribution, and engaging major national and international retail partners, the Company anticipates robust increases in revenue, improved gross margins, and enhanced operating leverage across its consumer product portfolio.
Management is confident Sanders’ appointment positions Limitless X to significantly expand distribution, scale faster with disciplined cost controls, and drive sustained bottom-line growth – all of which is expected to maximize the monetization potential of Limitless X brands, strategic partners, and global brand ambassadors. These initiatives are anticipated to create long-term value for shareholders as the Company executes its expansion strategy in 2026 and beyond.
DanielSanders – Executive Biography
Daniel Sanders is an experienced senior executive in consumer nutraceuticals, wellness product development, GMP-compliant manufacturing, and large-scale retail distribution. He has played a key role in teams responsible for bringing products from concept to commercialization across multiple categories, with distribution through Walmart, Sam’s Club, Whole Foods, Target, Kroger, Sprouts, GNC, Costco, and private-label programs for the Whole Foods 365 brand.
Over the course of his career, Mr. Sanders has overseen commercial-scale manufacturing operations exceeding 150,000 square feet supporting high-volume production, quality assurance, regulatory compliance, and operational excellence across diverse product lines. His expertise spans formulation, sourcing, production scale-up, quality systems, and retail compliance — critical capabilities for brands seeking national and international retail shelf placement.
Mr. Sanders holds a Bachelor of Science in Molecular Biotechnology and Genetics from the University of Arkansas at Little Rock.
AboutLimitless X Holdings Inc.
Limitless X Holdings, Inc. (OTCQX: LIMX) is creating a high-growth, value-driven ecosystem built to look good, feel great, and achieve peak performance across health, wellness, entertainment, community, and brand development. Through its wholly owned subsidiary, the company operates a rapidly expanding direct-to-consumer eCommerce platform delivering innovative products and services that drive transformation, leveraging entry into wellness, media, and lifestyle innovation.
For more information, please visit: https://ir.limitlessx.com
CautionaryNote Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements involve risks and uncertainties that could cause actual results to differ materially. Factors include, but are not limited to, market conditions, retail acceptance, regulatory requirements, operational execution, and competitive dynamics. Additional risk factors are detailed in the Company’s filings with the Securities and Exchange Commission. The Company undertakes no obligation to update forward-looking statements except as required by law.
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