Farmhouse, Inc. /NV Files 2023 Annual Report

TL;DR

Farmhouse Inc. dropped its 2023 10-K. Check financials for 12/31/23.

AI Summary

Farmhouse, Inc. /NV filed its 2023 Form 10-K on July 11, 2024, reporting its financial performance for the fiscal year ending December 31, 2023. The company, operating in computer programming and data processing services, is headquartered in San Francisco, CA. The filing provides detailed financial statements and disclosures for the period.

Why It Matters

This 10-K filing provides investors and stakeholders with a comprehensive overview of Farmhouse, Inc.'s financial health and operational performance for the fiscal year 2023, enabling informed investment decisions.

Risk Assessment

Risk Level: low — This filing is a standard annual report (10-K) and does not inherently contain new high-risk information.

Key Numbers

• 20231231 — Fiscal Year End (The end date of the reporting period for the 10-K.)
• 20240711 — Filing Date (The date the 10-K was officially submitted to the SEC.)

Key Players & Entities

• FARMHOUSE, INC. /NV (company) — Filer of the 10-K
• 0001811999 (company) — Central Index Key for Farmhouse, Inc.
• 20231231 (date) — Conformed period of report
• 20240711 (date) — Filing date
• SAN FRANCISCO, CA (location) — Business and mailing address city and state
• 1355 MARKET ST. STE 488 (address) — Business and mailing street address

FAQ

Key Financial Figures

• $0.0001 — ection 12(g) of the Act: Common Stock, $0.0001 (Title of class) Indicate by check m
• $0.28 — ased on the closing price per share (or $0.28), of the registrant's common stock as q
• $1,000,000 — iverse. Mega Mutants have sold for over $1,000,000 with the Mega Serum previously selling
• $5.8 million — h the Mega Serum previously selling for $5.8 million. In July 2022, we launched our first
• $6,930 — s associated with license revenues were $6,930 and $3,806 for the years ended December
• $3,806 — d with license revenues were $6,930 and $3,806 for the years ended December 31, 2023 a
• $50 million — e maximum being life imprisonment and a $50 million fine, even though these persons are in

Filing Documents

• fmhs-20231231.htm (10-K) — 611KB
• fmhs_ex31z1.htm (EX-31.1) — 9KB
• fmhs_ex31z2.htm (EX-31.2) — 9KB
• fmhs_ex32z1.htm (EX-32.1) — 7KB
• 0001096906-24-001512.txt ( ) — 2987KB
• fmhs-20231231_cal.xml (EX-101.CAL) — 29KB
• fmhs-20231231_def.xml (EX-101.DEF) — 75KB
• fmhs-20231231_lab.xml (EX-101.LAB) — 170KB
• fmhs-20231231_pre.xml (EX-101.PRE) — 168KB
• fmhs-20231231.xsd (EX-101.SCH) — 37KB
• fmhs-20231231_htm.xml (XML) — 257KB

Business

Business 4 Item 1A

Risk Factors

Risk Factors 11 Item IB Unresolved Staff Comments 11 Item 2

Properties

Properties 11 Item 3

Legal Proceedings

Legal Proceedings 12 Item 4 Mines and Safety Disclosures 13 PART II Item 5 Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 14 Item 6

Selected Financial Data

Selected Financial Data 16 Item 7

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 16 Item 7A

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 23 Item 8

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data 23 Item 9 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 24 Item 9A

Controls and Procedures

Controls and Procedures 24 Item 9B Other Information 25 PART III Item 10 Directors, Executive Officers and Corporate Governance 26 Item 11

Executive Compensation

Executive Compensation 32 Item 12

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 35 Item 13 Certain Relationships and Related Transactions, and Director Independence 36 Item 14 Principal Accounting Fees and Services 37 PART IV Item 15 Exhibits, Financial Statement Schedules 38 Item 16 Form 10-K Summary 38

SIGNATURES

SIGNATURES 39 CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS Certain statements and information included in this Annual Report on Form 10-K for the year ended December 31, 2023 (this "Report"), contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), Section 21 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the Private Securities Litigation Reform Act of 1995. Forward-looking statements are not statements of historical facts, but rather reflect our current expectations concerning future events and results, including, without limitation, statements related to the expected effects on its business from the coronavirus ("COVID-19") pandemic. The Company generally uses the words "may," "should," "believe," "expect," "intend," "plan," "anticipate," "likely," "estimate," "potential," "continue," "will," and similar expressions to identify forward-looking statements. Such forward-looking statements, including those concerning our expectations, involve risks, uncertainties and other factors, some of which are beyond its control, which may cause our actual results, performance, or achievements, or industry results to be materially different from any future results, performance, or achievements expressed or implied by such forward-looking statements. Except as required by applicable law, including the securities laws of the United States, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. You are cautioned not to unduly rely on such forward-looking statements when evaluating the information presented in this Report. CERTAIN TERMS USED IN THIS REPORT "We," "us," "our," the "Registrant," the "Company," and "Farmhouse" are synonymous with Farmhouse, Inc., unless otherwise indicated. WeedClub, Friends in High Places, WeedClub Select and @420 are regis

BUSINESS

ITEM 1. BUSINESS. Corporate History The Company was incorporated in June 2013 as Somerset Transition Corporation under the Oklahoma General Corporation Act. In September 2013, the Company was redomesticated in Maryland and changed its name to Somerset Property, Inc. In July 2017, the Company was redomesticated in Nevada and changed its name to Revival, Inc. In June 2019, the Company changed its name to Farmhouse, Inc. to reflect its new business endeavors. In August 2019, the Company acquired Farmhouse, Inc., a Washington corporation ("Farmhouse Washington") as its wholly owned subsidiary (the "Acquisition"). The financial statements of the Company are the continuation of Farmhouse Washington with the adjustment to reflect the capital structure of the Company. The consolidated financial statements also includes Farmhouse DTLA, Inc., a wholly owned subsidiary of Farmhouse Washington ("DTLA"). Corporate Overview We are a holding company with multiple divisions dedicated to connecting professionals and brands in the legal cannabis industry. We are built on two core competencies–trust and connection. Our divisions provide solutions that leverage our trusted brand and facilitate valuable connections across the cannabis industry. We connect the industry through multiple divisions including Farmhouse Vault, the @420 brand and @420 Twitter, and the WeedClub Platform. Our @420 brand and @420 Twitter serve as trusted, 4 influential properties that enable the Company to connect, promote and advocate for the industry. We will continue to serve as a leading boutique connection platform and branch its well-known brand into more IP licensing relationships continuously. Expanding Farmhouse Vault to license community-driven IP in the music industry is currently underway. Farmhouse Divisions Each division solves a unique problem within an industry navigating state-by-state regulations and an uncertain federal regulatory landscape. This environment has created a fragm

RISK FACTORS

ITEM 1A. RISK FACTORS. We qualify as a smaller reporting company, as defined by Item 10 of Regulation S-K and, thus, are not required to provide the information required by this Item.

UNRESOLVED STAFF COMMENTS

ITEM 1B. UNRESOLVED STAFF COMMENTS. None.

PROPERTIES

ITEM 2. PROPERTIES. Our executives and consultants work remotely. Our mailing address is 548 Market Street, Suite 90355, San Francisco, CA 94104 and our phone number is (888) 420-6856.

LEGAL PROCEEDINGS

ITEM 3. LEGAL PROCEEDINGS. We are a party to legal proceedings by our subsidiary, Farmhouse DTLA. In August 2017, the Company's subsidiary, DTLA, entered into a Strategic Consulting Agreement (the "SCA") with a medical marijuana growing, and retail company that now goes by the name Los Angeles 10 Farmers, Inc. ("LAFI"). In October 2017, DTLA commenced litigation in Los Angeles County Superior Court (Case #BC681251) against LAFI and David and Irina Vayntrub, who were the sole officers, directors, and members of LAFI, seeking to enforce its contract rights under the SCA. In January 2020, following more than a year of discovery, DTLA entered into a confidential settlement with the Vayntrubs, however, the case continued against LAFI. In April 2021, an Arbitrator overseeing the arbitration hearing issued a judgment in favor of DTLA and against LAFI (the "DTLA Judgment"). The DTLA Judgment awarded 49% of LAFI to DTLA as of November 2017, along with a share of any profits from November 2017. In January 2022, DTLA requested that the Arbitrator order the sale of LAFI to an independent third party in order to allow any judgment to be paid to DTLA. In August 2022, a receiver was appointed by the Court to assume control of LAFI. In April 2024, the sale of LAFI was completed by the receiver. As of July 10, 2024, it is doubtful, but still uncertain, as to whether DTLA will recover anything from the sale of LAFI.

MINE SAFETY DISCLOSURES

ITEM 4. MINE SAFETY DISCLOSURES. Not applicable. PART II

MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES. Our shares of common stock are quoted on the OTCQB market under the symbol "FMHS." The following table shows the reported high and low closing bid prices per share for our common stock based on information provided by the OTC Markets. The over-the-counter market quotations set forth for our common stock reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transactions. Quarter Ended Low High September 30, 2024 (1) $ 0.12 $ 0.29 June 30, 2024 $ 0.08 $ 0.29 March 31, 2024 $ 0.05 $ 0.33 December 31, 2023 $ 0.03 $ 0.8 September 30, 2023 $ 0.04 $ 0.1 June 30, 2023 $ 0.04 $ 0.1 March 31, 2023 $ 0.08 $ 0.49 December 31, 2022 $ 0.14 $ 0.94 September 30, 2022 $ 0.15 $ 1.48 June 30, 2022 $ 0.52 $ 1.51 March 31, 2022 $ 0.52 $ 1.96 (1) Through July 10, 2024, the date of this Report. Our common stock is considered a penny stock under rules promulgated by the SEC. Under these rules, broker-dealers participating in transactions in these securities were subject to first deliver a risk disclosure document which describes risks associated with these stocks, broker-dealers' duties, customers' rights and remedies, market and other information, and make suitability determinations approving the customers for these stock transactions based on financial situation, investment experience and objectives. Broker-dealers must also disclose these restrictions in writing, provide monthly account statements to customers, and obtain specific written consent of each customer. With these restrictions, the likely effect of designation as a penny stock is to decrease the willingness of broker-dealers to make a market for the 11 stock, to decrease the liquidity of the stock and increase the transaction cost of sales and purchases of these stocks compared

View Full Filing

View this 10-K filing on SEC EDGAR