0001437749-25-038435 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 19th, 2025 • cbdMD, Inc. • Perfumes, cosmetics & other toilet preparations

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December [__], 2025 (the “Execution Date”), is entered into by and between CBDMD, INC., a North Carolina corporation (the “Company”), and [__] a Delaware limited partnership (together with its permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Preferred Stock Purchase Agreement by and between the parties hereto, dated as of the Execution Date (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • December 19th, 2025 • cbdMD, Inc. • Perfumes, cosmetics & other toilet preparations • Delaware

THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of December 15, 2025 (the “Execution Date”), by and between CBDMD, INC., a North Carolina corporation (the “Company”), and C/M CAPITAL MASTER FUND, LP, a Delaware limited partnership (the “Investor”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 19th, 2025 • cbdMD, Inc. • Perfumes, cosmetics & other toilet preparations

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 15, 2025 (the “Execution Date”), is entered into by and between CBDMD, INC., a North Carolina corporation (the “Company”), and C/M CAPITAL MASTER FUND, LP, a Delaware limited partnership (together with its permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Securities Purchase Agreement by and between the parties hereto, dated as of the Execution Date (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).

PREFERRED STOCK PURCHASE AGREEMENT
Preferred Stock Purchase Agreement • December 19th, 2025 • cbdMD, Inc. • Perfumes, cosmetics & other toilet preparations • Delaware

THIS PREFERRED STOCK PURCHASE AGREEMENT (the “Agreement”), dated as of December 18, 2025 (“Execution Date”), is by and among CBDMD, INC., a North Carolina corporation (the “Company”), and the accredited investor named on the signature page to this Agreement (the “Buyer”).