ICNAF / Leef Brands Inc - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2026 Leef Brands, Inc. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2026 Leef Brands, Inc. (Exact name of registrant as specified in its charter) Commission File Number: 000-56824 British Columbia 98-1653633 (State or other jurisdiction of inc

SUBSCRIPTION AGREEMENT

Exhibit 1.1 SUBSCRIPTION AGREEMENT A completed and originally executed copy of this Subscription Agreement, including all applicable schedules hereto, must be delivered in hard copy or electronically, by no later than 4:00 p.m. (Toronto time) on [], 2026 to: LEEF Holdings, Inc., 175 North Lenore Avenue, Willits, California, Attention: Kevin Wilson. TO: LEEF Brands Inc. (the “Company”) The undersig

WARRANTS TO PURCHASE COMMON SHARES OF LEEF BRANDS, INC.

Exhibit 1.3 UNLESS PERMITTED UNDER CANADIAN SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE SEPTEMBER 8, 2026. WARRANTS TO PURCHASE COMMON SHARES OF LEEF BRANDS, INC. Date: C Warrant Certificate Number: X Number of Warrants: XXX,XXX THIS IS TO CERTIFY THAT, for value received, “X” (the “Warrantholder”), has the right to purchase in respect of each whole warra

SUBSCRIPTION AGREEMENT

Exhibit 1.2 SUBSCRIPTION AGREEMENT A completed and originally executed copy of this Subscription Agreement, including all applicable schedules hereto, must be delivered in hard copy or electronically, by no later than 4:00 p.m. (Toronto time) on [], 2026 to: LEEF Holdings, Inc., 175 North Lenore Avenue, Willits, California, Attention: Kevin Wilson. TO: LEEF Brands Inc. (the “Company”) The undersig

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 OR ☐ 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: 000-56824 Leef Brands, Inc. (E

LEEF BRANDS INC. SUBSCRIPTION AGREEMENT INSTRUCTION PAGE

Exhibit 10.1 LEEF BRANDS INC. SUBSCRIPTION AGREEMENT INSTRUCTION PAGE ☐ Complete and sign pages 2 and 3 of the Subscription Agreement. ☐ Complete the appropriate Schedule to the Subscription Agreement. ☐ If you are resident in Canada and purchasing under the “Accredited Investor” exemption, complete and sign Schedule B – Accredited Investor Status Certificate attached to the Subscription Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2026 Leef Brands, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2026 Leef Brands, Inc. (Exact name of registrant as specified in its charter) Commission File Number: 000-56824 British Columbia 98-1653633 (State or other jurisdiction of i

EX-99.1

Exhibit 99.1

LEEF Brands Inc.

Exhibit 99.1 Source: LEEF Brands Inc. April 16, 2026 08:30 ET LEEF Brands Announces Acquisition of HIMALAYA, a Leading California Concentrates Brand, to Expand Vertical Integration and Drive Margin Expansion VANCOUVER, British Columbia, April 16, 2026 (GLOBE NEWSWIRE) - LEEF Brands, Inc. (CSE: LEEF) (OTCQB: LEEEF) (“LEEF” or the “Company”), a rapidly growing cannabis company, today announced that

EX-1.1

Exhibit 1.1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 14, 2026 Leef Brands, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 14, 2026 Leef Brands, Inc. (Exact name of registrant as specified in its charter) Commission File Number: 000-56824 British Columbia A1 98-1653633 (State or other jurisdiction o

As filed with the Securities and Exchange Commission on March 25, 2026.

As filed with the Securities and Exchange Commission on March 25, 2026. Registration Number 000-56824 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 TO FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) UNDER THE SECURITIES ACT OF 1934 Leef Brands, Inc. (Exact Name of Registrant as Specified in its Charter) British Columb

ORDER

UNITED STATES OF AMERICA BEFORE THE SECURITIES AND EXCHANGE COMMISSION March 26, 2026 In the Matter of Leef Brands, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Leef Brands, Inc. (Exact Name of Registrant as Specified in

As filed with the Securities and Exchange Commission on February 12, 2026.

As filed with the Securities and Exchange Commission on February 12, 2026. Registration Number UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) UNDER THE SECURITIES ACT OF 1934 Leef Brands, Inc. (Exact Name of Registrant as Specified in its Charter) British Columbia 2833 98-1653633 (State

As filed with the Securities and Exchange Commission on December 23, 2025.

As filed with the Securities and Exchange Commission on December 23, 2025. Registration Number 333-289872 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Leef Brands, Inc. (Exact Name of Registrant as Specified in its Charter) British Columbia 2833 98-1653633 (State or other jurisdiction of

EX-4.1

Exhibit 4.1

Attributable Interest

Exhibit 21.1 The following is a list of the Company’s wholly-owned and partially owned operating subsidiaries: Name of Consolidated Subsidiary or Entity Purpose Jurisdiction Attributable Interest Aya Biosciences, Inc. (1) Pharmaceutical US 100 % Anderson Development SB, LLC. Cultivation US 100 % Paleo Paw Corp. CBD Wellness US 100 % Payne Distribution, LLC. Distribution US 100 % LEEF Brands, Inc.

As filed with the Securities and Exchange Commission on November 7, 2025.

As filed with the Securities and Exchange Commission on November 7, 2025. Registration Number 333-289872 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Leef Brands, Inc. (Exact Name of Registrant as Specified in its Charter) British Columbia 2833 98-1653633 (State or other jurisdiction of i

EMPLOYMENT AGREEMENT

Exhibit 10.2 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is entered into as of April , 2022 by and between Icanic Brands Company Inc., a company incorporated pursuant to the Business Corporations Act (British Columbia) (the “Corporation”), and Micah Anderson, an individual and resident of the State of California (hereinafter called “Executive”). W I T N E S S E T H: WHEREAS,

BUSINESS CORPORATIONS ACT

Exhibit 3.1 DUPLICATE Number: BC0920360 CERTIFICATE OF INCORPORATION BUSINESS CORPORATIONS ACT I Hereby Certify that CNRP MINING INC. was incorporated under the Business Corporations Act on September 15, 2011 at 11:53 AM Pacific Time. Issued under my hand at Victoria, British Columbia On September 15, 2011 RON TOWNSHEND Registrar of Companies Province of British Columbia Canada Date and Time: May

Employment Agreement

Exhibit 10.3 Employment Agreement This Employment Agreement (the “Agreement”) is made and entered into as of March 6, 2025, by and between KEVIN WILSON (the “Executive”) and LEEF BRANDS, INC., a Canadian corporation doing business as “LEEF” (the “Company”). WHEREAS, the Company desires to employ the Executive on the terms and conditions set forth herein; and WHEREAS, the Executive desires to be em

LEEF - ICANIC

Exhibit 10.4 LEEF - ICANIC JANUARY 21, 2022 LEEF - ICANIC Party Name Party Name Abbreviation LEEF Holdings, Inc. “Company” Endeavor Trust Corporation “Depositary” Endeavor Trust Corporation “Escrow Agent” Icanic Brands Company Inc. “Purchaser” Icanic Merger Sub, Inc. “Subco” Jackson Tidus, a Law Corporation, US legal counsel to Company “JT” Cassels Brock & Blackwell LLP, Canadian legal counsel to

BUSINESS CORPORATIONS ACT

Exhibit 3.1 DUPLICATE Number: BC0920360 CERTIFICATE OF INCORPORATION BUSINESS CORPORATIONS ACT I Hereby Certify that CNRP MINING INC. was incorporated under the Business Corporations Act on September 15, 2011 at 11:53 AM Pacific Time. Issued under my hand at Victoria, British Columbia On September 15, 2011 RON TOWNSHEND Registrar of Companies Province of British Columbia Canada Date and Time: May

EMPLOYMENT AGREEMENT

Exhibit 10.2 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is entered into as of April , 2022 by and between Icanic Brands Company Inc., a company incorporated pursuant to the Business Corporations Act (British Columbia) (the “Corporation”), and Micah Anderson, an individual and resident of the State of California (hereinafter called “Executive”). W I T N E S S E T H: WHEREAS,

LEEF - ICANIC

Exhibit 10.4 LEEF - ICANIC JANUARY 21, 2022 LEEF - ICANIC Party Name Party Name Abbreviation LEEF Holdings, Inc. “Company” Endeavor Trust Corporation “Depositary” Endeavor Trust Corporation “Escrow Agent” Icanic Brands Company Inc. “Purchaser” Icanic Merger Sub, Inc. “Subco” Jackson Tidus, a Law Corporation, US legal counsel to Company “JT” Cassels Brock & Blackwell LLP, Canadian legal counsel to

Employment Agreement

Exhibit 10.3 Employment Agreement This Employment Agreement (the “Agreement”) is made and entered into as of March 6, 2025, by and between KEVIN WILSON (the “Executive”) and LEEF BRANDS, INC., a Canadian corporation doing business as “LEEF” (the “Company”). WHEREAS, the Company desires to employ the Executive on the terms and conditions set forth herein; and WHEREAS, the Executive desires to be em

CALCULATION OF FILING FEE TABLES Form S-1 (Form Type) Leef Brands, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities

Exhibit 107 CALCULATION OF FILING FEE TABLES Form S-1 (Form Type) Leef Brands, Inc.

EX-4.1

Exhibit 4.1

Attributable Interest

Exhibit 21.1 The following is a list of the Company’s wholly-owned and partially owned operating subsidiaries: Name of Consolidated Subsidiary or Entity Purpose Jurisdiction Attributable Interest Aya Biosciences, Inc. (1) Pharmaceutical US 100 % Anderson Development SB, LLC. Cultivation US 100 % Paleo Paw Corp. CBD Wellness US 100 % Payne Distribution, LLC. Distribution US 100 % LEEF Brands, Inc.

As filed with the Securities and Exchange Commission on August 26, 2025.

As filed with the Securities and Exchange Commission on August 26, 2025. Registration Number xxx-xxxxxx UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Leef Brands, Inc. (Exact Name of Registrant as Specified in its Charter) British Columbia 2833 98-1653633 (State or other jurisdiction of incorporation or orga