Material Event Form 8 K

Item 8.01 Other Events.

As of July 19, 2024, following the reconciliation of partial conversions of cbdMD, Inc.'s series of 8% Senior Secured Original Issue 20% Discount Convertible Promissory Notes (the "Notes"), the number of issued and outstanding shares of cbdMD, Inc. common stock is 3,763,433. The aggregate principal balance of the Notes outstanding as of July 19, 2024 is $1,076,963.