8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) July 13, 2020

8845 Red Oak Blvd, Charlotte, NC 28217

(Address of principal executive offices)(Zip Code)

Registrant's telephone number, including area code: (704) 445-3060

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):

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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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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:

Indicate by check mark whether the registrant is an emerging growth company as defined in 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).

If an emerging growth company, indicate by checkmark 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 7.01 Regulation FD Disclosure.

On July 13, 2020 cbdMD, Inc. issued a press release announcing that it has filed a new patent application with the U.S. Patent and Trademark Office. The Patent Application Seeks Patent Protection for a Wide Range of Novel CBD Technologies and Methods. A copy of this press release is furnished as Exhibit 99.1 to this report.

Pursuant to General Instruction B.2 of Form 8-K, the information in this Item 7.01 of Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise be subject to the liabilities of that section, nor is it incorporated by reference into any filing of cbdMD, Inc. under the Securities Act of 1933 or the Securities Exchange Act of 1934, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 9.01 Financial Statements and Exhibits.

(d)

Exhibits.

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.

ycbd_ex991

Exhibit 99.1

cbdMD Files New Patent Application to Advance Its Strategy to Broaden Intellectual Property Portfolio

Patent Application Seeks Patent Protection for a Wide Range of Novel CBD Technologies and Methods

Charlotte, NC, July 13, 2020, cbdMD, Inc. (NYSE American: YCBD, YCBD PR A), one of the leading, most trusted and most recognized cannabidiol (CBD) consumer brands, announced today that it has filed a new patent application with the U.S. Patent and Trademark Office which will allow it to pursue patented protection in several key areas, including novel formulations and delivery systems, as well as methods of manufacturing and use. The recent submission by the company is part of its ongoing intellectual property strategy to ensure appropriate protection around its product lines and to be forward-thinking as to the direction of the CBD market.

“cbdMD has always been a leader of innovation the CBD industry. Pursuing intellectual property will remain a priority for us as we continue to strengthen and grow the company’s assets within a fiscally disciplined mindset,” said Martin A. Sumichrast, Chairman and co-CEO at cbdMD, Inc. “The filing of this new patent application furthers supports our mission of being a preeminent science-based company in a currently congested CBD marketplace.  Continued research and development for real world applications drives innovation and protecting those proprietary technologies and ideas is consistent with cbdMD’s business plan.  We look forward to our future innovation and continuing to pursue additional IP protection.”

About cbdMD

cbdMD, Inc. is one of the leading, most trusted and most recognized cannabidiol (CBD) consumer brands, whose current products include CBD tinctures, CBD capsules, CBD gummies, CBD topicals, CBD bath bombs and CBD pet products. cbdMD is also a proud partner of Bellator MMA and Life Time, Inc., and has one of the largest rosters of professional sports athletes who are part of “Team cbdMD.” To learn more about cbdMD and our comprehensive line of over 100 SKUs of U.S. produced, THC-free1 CBD products, please visit www.cbdMD.com, follow cbdMD on Instagram and Facebook, or visit one of the 6,000 retail outlets that carry cbdMD products.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The words "believe," "may," "estimate," "continue," "anticipate," "intend," "should," "plan," "could," "target," "potential," "is likely," "will," "expect" and similar expressions, as they relate to us, are intended to identify forward-looking statements. cbdMD, Inc. has based these forward-looking statements largely on our current expectations and projections about our ability to protect our intellectual property, the granting of the patent by the U.S. Patent and Trademark Office, and future events and financial trends that we believe may affect our financial condition, results of operations, business strategy and financial needs. Some or all of the results anticipated by these forward-looking statements are unknown at this time. Further information on cbdMD’s risk factors is contained in Annual Report on Form 10-K for the year ended September 30, 2019, as amended, Part II, Item 1A. Risk Factors appearing in our Quarterly Report on Form 10-Q for the period ended March 31, 2020, and our other filings with the Securities and Exchange Commission. Any forward-looking statement made by us herein speaks only as of the date on which it is made. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. cbdMD, Inc. undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law. The information which appears on our websites and our social media platforms, including, but not limited to, Instagram and Facebook, is not part of this press release.

PR:

cbdMD, Inc.

Lauren Greene, 843-743-9999

[email protected]

Investors:

cbdMD, Inc.

John Weston, 704-445-3060 ext. 1103

[email protected]