Barfresh Food Group Inc 2025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 endedDecember 31, 2025 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____________ to ______________ Commission File Number:001-41228 BARFRESH FOOD GROUP INC. (Exact name of registrant as specified in its charter) Delaware27-1994406(State or other jurisdiction ofincorporation or organization)(I.R.S. EmployerIdentification No.) Los Angeles, California90025(Address of principal executive offices)(Zip Code) Registrant’s telephone number, including area code310-598-7113 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 a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes☐No☒ 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, 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 reporting company☒ Emerging Growth Company☐ 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.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of theeffectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act by the registered publicaccounting 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-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by 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 (excluding voting shares held byofficers and directors) as of June 30, 2025 was $19,811,066. As of April 13, 2026, there were 16,104,853 outstanding shares of common stock of the registrant. DOCUMENTS INCORPORATED BY REFERENCE Certain information required by Part III of this Annual Report on Form 10-K is incorporated by reference from portions of theregistrant’s definitive proxy statement relating to its 2026 annual meeting of stockholders to be filed pursuant to Regulation 14Awithin 120 days of December 31, 2025. Other items incorporated by reference are listed in the Exhibit Index of this Annual Report onForm 10-K. BARFRESH FOOD GROUP INC. FORM 10-K TABLE OF CONTENTS PART I Item 1.Business4Item 1A.Risk Factors7Item 1B.Unresolved Staff Comments16Item 1C.Cybersecurity16Item 2.Properties17Item 3.Legal Proceedings17Item 4.Mine Safety Disclosures.17 PART II Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities18Item 6.[Reserved]18Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations18Item 7A.Quantitative and Qualitative Disclosures About Market Risk24Item 8.Financial Statements and Supplementary Data24Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure24Item 9A.Controls and Procedures24Item 9B.Other Information25Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspection25 PART III Item 10.Directors, Executive Office