NutriBand (NTRB) risk factors, FY2025 10-K

NutriBand's FY2025 10-K, filed Apr 28, 2025, lists 35 risk factors. There is no earlier 10-K to compare against, so the most company-specific risks are listed below.

Risk factors listed
350 groups
Section length
10k wordsItem 1A

NutriBand's biggest risks in the FY2025 10-K

  • NutriBand is entirely dependent on developing and winning FDA approval for its lead abuse-deterrent fentanyl transdermal system.
  • Operations face significant risks from FDA restructuring and tariff increases on foreign raw materials.
  • The company has a history of ineffective internal controls and an SEC settlement regarding past disclosure issues.

The risks most specific to NutriBand

  • Our failure to develop our abuse deterrent fentanyl transdermal system will impair our ability to continue in business

    The failure to develop our lead product, the abuse deterrent fentanyl transdermal system, will impair our ability to continue in business.

  • Risk of delays at FDA due to restructuring and layoffs

    FDA restructuring, hiring freezes, and layoffs under the new administration could cause regulatory delays and disrupt normal operations.

  • Risk of increased tariffs on foreign goods

    Tariffs imposed by the U.S. government on foreign goods may increase the cost of raw materials obtained from foreign manufacturers.

  • Since we do not have commercial manufacturing capability, if we are unable to establish manufacturing facilities, we may have to enter into a manufacturing agreement with a manufacturer that has been approved by the FDA

    We lack commercial manufacturing capability and must establish or contract approved facilities that pass FDA inspection.

  • Because some of the patches we are developing, such as our abuse deterrent fentanyl patch, have potential severe side effects, we may face liability in the event patients suffer serious, possibly life-threatening, side effects from our products

    Our abuse deterrent fentanyl patch has potential severe side effects, including opioid-induced respiratory depression, which may lead to liability.

  • We are dependent upon our chief executive officer, our president and our chief operating officer

    We are heavily dependent on CEO Gareth Sheridan, President Serguei Melnik, and COO Dr. Alan Smith, whose employment agreements do not guarantee retention.

  • Our lack of internal controls over financial reporting may affect the market for and price of our common stock

    Our disclosure controls and internal controls over financial reporting are not effective pursuant to Section 404 of the Sarbanes-Oxley Act.

  • We and our senior executive officers settled an SEC investigation, which may affect the market for and the market price of our common stock and our ability to list on a stock exchange

    We and our senior executive officers settled an SEC investigation regarding inaccurate statements about FDA jurisdiction over our consumer products.

  • Because of our executive officers’ stock ownership and stock ownership of certain other stockholders that have invested in the company, these stockholders have the power to elect all directors and to approve any action requiring stockholder approval

    Our officers and directors beneficially own approximately 54% of our common stock as of April 25, 2025, giving them effective control over all stockholder approvals.

All 35 risk factors

Headings as the filing states them, in filing order.

Other

  1. 01Risks Concerning our Business
  2. 02There is economic uncertainty concerning economic policies being pursued by the new administration in the United States that may affect the costs and timing of the process of bringing our products to market through approvals with the FDA
  3. 03Our failure to develop our abuse deterrent fentanyl transdermal system will impair our ability to continue in business
  4. 04Before we can market in the United States any product which is classified by the FDA as a drug, we must obtain FDA marketing approval
  5. 05Risk of delays at FDA due to restructuring and layoffs
  6. 06Risk of increased tariffs on foreign goods
  7. 07We may encounter delays in completing clinical trials, which would increase our costs and delay market entry
  8. 08Our ability to finance our operations and generate revenues depends on the clinical and commercial success of our abuse deterrent fentanyl transdermal system and our other related product candidates, and failure to achieve such success will negatively impact our business
  9. 09Since we do not have commercial manufacturing capability, if we are unable to establish manufacturing facilities, we may have to enter into a manufacturing agreement with a manufacturer that has been approved by the FDA
  10. 10If we or any third-party manufacturer fails to comply with FDA current good manufacturing practices, we may not be able to sell our products until and unless the manufacturer becomes compliant
  11. 11If the FDA implements Risk Evaluation and Mitigation Strategies policies for any of our proposed products, we will need to comply with such policies before we can obtain FDA approval or the product
  12. 12Our products will continue to be subject to FDA review after FDA approval is given
  13. 13We must continually monitor the safety of our products once approved and marketed for potential adverse events which could jeopardize our ability to continue marketing the products
  14. 14If we obtain FDA approval to market our products, we expect to spend considerable time and money complying with federal and state laws and regulations governing their sale, and, if we are unable to fully comply with such laws and regulations, we could face substantial penalties
  15. 15Before we can market our products outside of the United States, we will need to obtain regulatory approval in each country in which we propose to sell our products
  16. 16If we do not have sufficient product liability insurance, we may be subject to claims that are in excess of our net worth
  17. 17Because some of the patches we are developing, such as our abuse deterrent fentanyl patch, have potential severe side effects, we may face liability in the event patients suffer serious, possibly life-threatening, side effects from our products
  18. 18We may decide not to continue developing or commercializing any products at any time during development or after approval, which would reduce or eliminate our potential return on investment for those product candidates
  19. 19If any of our potential products are approved for marketing but fail to achieve the broad degree of physician or market acceptance necessary for commercial success, our operating results and financial condition will be adversely affected
  20. 20The drug delivery industry is subject to rapid technological change, and our failure to keep up with technological developments may impair our ability to market our products
  21. 21If we obtain FDA approval, we will face significant competition from better known and better capitalized companies
  22. 22Healthcare reforms by governmental authorities, court decisions affecting health care policies and related reductions in pharmaceutical pricing, reimbursement and coverage by third-party payors may adversely affect our business
  23. 23It is difficult and costly to protect our proprietary rights, and we may not be able to ensure their protection
  24. 24If we seek to expand our business through acquisition, we may not be successful in identifying acquisition targets or integrating their businesses with our existing business
  25. 25We are dependent on third party distributors for the international marketing of our consumer products and complying with applicable laws
  26. 26We are dependent upon our chief executive officer, our president and our chief operating officer
  27. 27If we are unable to attract, train and retain technical and financial personnel, our business may be materially and adversely affected
  28. 28Our lack of internal controls over financial reporting may affect the market for and price of our common stock
  29. 29The market price for our common stock may be volatile and your investment in our common stock could suffer a decline in value
  30. 30Raising funds by issuing equity or convertible debt securities could dilute the net tangible book value of the common stock and impose restrictions on our working capital
  31. 31Stockholders may experience significant dilution as a result of future equity offerings and other issuances of our common stock or other securities
  32. 32Our failure to meet the continued listing requirements of Nasdaq could result in a de-listing of our common stock
  33. 33We and our senior executive officers settled an SEC investigation, which may affect the market for and the market price of our common stock and our ability to list on a stock exchange
  34. 34Because of our executive officers’ stock ownership and stock ownership of certain other stockholders that have invested in the company, these stockholders have the power to elect all directors and to approve any action requiring stockholder approval
  35. 35We may issue preferred stock whose terms could adversely affect the voting power or value of our common stock

Other NutriBand 10-Ks

  • FY2026 10-K risk factors
    23 risks12 dropped4 reworded

    No new standalone risks were added, while 12 prior risks covering FDA, development, manufacturing, commercialization, distributors and shareholder matters were dropped.

    Filed Apr 29, 2026

About this page

The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.