SRx Health Solutions Inc 2024年度报告

FORM 10-K (Mark One) ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended September 30, 2025 Or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number: 001-40477 SRx Health Solutions Inc. (formerly Better Choice Company, Inc.) (Exact name of registrant as specified in its charter) Delaware83-4284557(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.) 801 US Highway 1North Palm Beach, Florida 33408(Address of Principal Executive Offices) (Zip Code) Securities registered pursuant to Section 12(b) of the Act: Securities registered pursuant to Section 12(g) of the Act:None Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes☐No☒ 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),and (2) has been subject to such filing requirements for the past 90 days. Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files.) Yes☒No☐ 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,” “smallerreporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer☐Accelerated filer☐Non-accelerated filer☒Smaller reportingcompany☒Emerging growthcompany If an emerging growth company, indicate by a 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.☐ 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 registeredpublic accounting firm that prepared or issued its audit report.☐ 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.☐ 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).☐ Indicate by a check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐No☒ The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant, as of the last businessday of the registrant’s most recently completed third fiscal quarter, based on the closing sale price of $0.60 as reported on the NYSEAmerican was: $9,142,691. The number of shares outstanding of each of the registrant’s classes of common stock as of the latest practicable date was: 27,426,843shares of $0.001 par value common stock outstanding as of December 4, 2025. DOCUMENTS INCORPORATED BY REFERENCE: The information required by Items 10, 11, 12, 13, and 14 will be furnished (and are hereby incorporated) by an amendment hereto orpursuant to a definitive proxy statement pursuant to Regulation 14A that will contain such information. SRx Health Solutions Inc. (formerly Better Choice Company, Inc.)Annual Report on Form 10-K for the Fiscal Year Ended September 30, 2025 TABLE OF CONTENTS Part I1.Business51A.Risk Factors81B.Unresolved Staff Comments351C.Cybersecurity352.Properties363.Legal Proceedings364.Mine Safety Disclosures36Part II5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities366.[Reserved]387.Management’s Discussion and Analysis of Financial Condition and Results of Operations397A.Quantitative and Qualitative Disclosures About Market Risk498.Financial Statements and Supplementary Data509.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure809A.Controls and Procedures809B.Other Information80Part III10.Directors, Executive Officers and Corporate Governance8111.Executive Compensation8512.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder