Mama's Creations Inc. 2024年度报告

Washington, D.C. 20549 Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. YesoNox Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted andposted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.o Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectivenessof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C.7262(b)) by the registered If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.o Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).o Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). YesoNox The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant on July 31, 2024,based on a closing price of $7.62 was approximately $285,315,972. As of April7, 2025, there were37,596,000shares of the registrant's common stock outstanding. Documents Incorporated by Reference:The information called for by Part III will be incorporated by reference from the Registrant'sdefinitive Proxy Statement for its Annual Meeting of Stockholders to be filed pursuant to Regulation 14A or will be included in an Table of Contents PART I PART II PART III PART IV Table of Contents FORWARD LOOKING STATEMENTS Included in this Form 10-K are “forward-looking statements,” as well as historical information. Although we believe that theexpectations reflected in these forward-looking statements are reasonable, we cannot assure you that the expectations reflected in theseforward-looking statements will prove to be correct. Our actual results could differ materially from those anticipated in forward-looking statements as a result of certain factors, including matters described in the section titled “Risk Factors.” Forward-lookingstatements include those that use forward-looking terminology, such as the words “anticipate,” “believe,” “estimate,” “expect,”“intend,” “may,” “project,” “plan,” “will,” “shall,” “should,” and similar expressions, including when used in the negative. Although PART I Item 1. Business. Our Company Mama’s Creations, Inc. (together with its subsidiaries, the "Company") is a leading marketer and manufacturer of fresh deli-preparedfoods, found in over 10,000 grocery, mass, club and convenience stores nationally. The Company’s broad product portfolio, born fromMamaMancini’s rich history in Italian foods, now consists of a variety of high-quality, fresh, clean and easy-to-prepare foods toaddress the needs of both our consumers and retailers. Our vision is to become a one-stop-shop deli solutions platform, leveraging MamaMancini’s roots go back to our founder, Dan Dougherty, whose grandmother Anna “Mama” Mancini emigrated from Bari, Italyto Bay Ridge, Brooklyn in 1921. Our products were developed using her old-world Italian recipes that were handed down to hergrandson, Dan Dougherty. Over time, we have expanded our core product lines through acquisitions and internal development andtoday our product line includes all-natural specialty prepared refrigerated foods for sale in retailers around the country. Our primary Our products include the MamaMancini's brand featuring many all-natural meals that contain a minimum number of ingredients, manyof which are derived from the original recipes of Anna “Mama” Mancini. Our products appeal to health-conscious consumers who The United States Department of Agriculture (the “USDA”) defines “all-natural” as a product that contains no artificial ingredients,coloring