IVFH / Innovative Food Holdings, Inc. - Pemfailan SEC, Laporan Tahunan, Penyata Proksi

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 AND EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT PURSUANT

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 AND EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 000-09376 INNOVATIVE FOOD HOLDINGS, 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): July 28, 2025 Innovative Food Hol

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): July 28, 2025 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 000-09376 20-1167761 (State or other jurisdiction of incorporation) (Commis

INNOVATIVE FOOD HOLDINGS ANNOUNCES IT IS EXITING THE CHEESE CONVERSION BUSINESS, ENTERING AGREEMENT TO SELL PENNSYLVANIA FACILITY, AND RELOCATING REMAINING PROFITABLE OPERATIONS TO CHICAGO FACILITY

Exhibit 99.1 FOR IMMEDIATE RELEASE INNOVATIVE FOOD HOLDINGS ANNOUNCES IT IS EXITING THE CHEESE CONVERSION BUSINESS, ENTERING AGREEMENT TO SELL PENNSYLVANIA FACILITY, AND RELOCATING REMAINING PROFITABLE OPERATIONS TO CHICAGO FACILITY BROADVIEW, IL. (Aug 1, 2025) – Innovative Food Holdings, Inc. (OTCQB: IVFH) (“IVFH” or the “Company”), a national seller of gourmet specialty foods to professional che

Agreement of Purchase and Sale, dated July 28, 2025, by and between Innovative Food Properties LLC and Mountaintop Holdings, LLC.

Exhibit 10.1 AGREEMENT OF PURCHASE AND SALE THIS AGREEMENT OF PURCHASE AND SALE (this “Agreement”) is made and entered into as of July 28, 2025 (the “Effective Date”) by and between Innovative Food Properties LLC, a Delaware limited liability company (“Seller”), and Mountaintop Holdings, LLC, a New York limited liability company (“Purchaser”). RECITALS WHEREAS, Seller owns certain real property co

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 28, 2025 Innovative Food Hold

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 28, 2025 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 000-09376 20-1167761 (State or other jurisdiction of incorporation) (Commiss

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 15, 2025 Innovative Food Hold

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 15, 2025 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 000-09376 20-1167761 (State or other jurisdiction of incorporation) (Commiss

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 AND EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT PURSUANT

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 AND EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 000-09376 INNOVATIVE FOOD HOLDINGS, IN

INNOVATIVE FOOD HOLDINGS, INC. ANNOUNCES 2025 ANNUAL MEETING, AND CEO LETTER TO SHAREHOLDERS

Exhibit 99.1 FOR IMMEDIATE RELEASE INNOVATIVE FOOD HOLDINGS, INC. ANNOUNCES 2025 ANNUAL MEETING, AND CEO LETTER TO SHAREHOLDERS Broadview, IL. (May 13, 2025) – Innovative Food Holdings, Inc. (OTCQB: IVFH) (“IVFH” or the “Company”), a national seller of gourmet specialty foods to professional chefs, today announced the timing for the Company’s 2025 annual meeting of shareholders and shared a letter

Other Events, Financial Statements and Exhibits

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 13, 2025 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 000-09376 20-1167761 (State or other jurisdiction of incorporation) (Commiss

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

Letter from Assurance Dimensions, LLC addressed to the Audit Committee of the Company dated April 28, 2025

Exhibit 16.1 April 28, 2025 Securities and Exchange Commission 100 F Street NE Washington, DC 20549 Ladies and Gentlemen: We have been furnished with a copy of the response to Item 4.01 of Form 8-K for the event that occurred on April 28, 2025, to be filed by our former client, Innovative Food Holdings, Inc. We agree with the statements made in response to that Item insofar as they relate to our F

Innovative Food Holdings, Inc. Announces Change in Independent Registered Public Accounting Firm

Exhibit 99.1 FOR IMMEDIATE RELEASE Innovative Food Holdings, Inc. Announces Change in Independent Registered Public Accounting Firm BROADVIEW, IL. (May 1, 2025) – Innovative Food Holdings, Inc. (OTCQB: IVFH) (“IVFH” or the “Company”), a national seller of specialty foods to professional chefs, today announced a change in its independent registered public accounting firm. Effective April 28, 2025,

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 28, 2025

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 28, 2025 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 000-09376 20-1167761 (State or other jurisdiction (Commission (IRS Employe

Innovative Food Holdings, Inc.* ( OTC: IVFH) *UPCOMING NAME CHANGE TO HARVEST HOLDINGS GROUP, INC. Forward - Looking Statements This presentation has been prepared by Innovative Food Holdings, Inc., a Florida corporation (the “Company,” “IVFH,” “we,”

Exhibit 99.2 Innovative Food Holdings, Inc.* ( OTC: IVFH) *UPCOMING NAME CHANGE TO HARVEST HOLDINGS GROUP, INC. Forward - Looking Statements This presentation has been prepared by Innovative Food Holdings, Inc., a Florida corporation (the “Company,” “IVFH,” “we,” “us” or “our”), solely for informational purposes. No representations, warranties or undertakings, express or implied, are made by the C

Innovative Food Holdings to Present at the Planet MicroCap Showcase: VEGAS in partnership with MicroCapClub on Wednesday, April 23, 2025 & 1x1 Meetings on Thursday, April 24, 2025

Exhibit 99.1 FOR IMMEDIATE RELEASE Innovative Food Holdings to Present at the Planet MicroCap Showcase: VEGAS in partnership with MicroCapClub on Wednesday, April 23, 2025 & 1x1 Meetings on Thursday, April 24, 2025 BONITA SPRINGS, FL. (April 22, 2025) – Innovative Food Holdings, Inc. (OTCQB: IVFH) (“IVFH” or the “Company”), a national seller of specialty foods to professional chefs, today announce

Financial Statements and Exhibits, Other Events

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 22, 2025 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 000-09376 20-1167761 (State or other jurisdiction (Commission (IRS Employe

Subsidiaries of the Company

EXHIBIT 21 SCHEDULE OF SUBSIDIARIES Food Innovations, Inc. Florida Corporation Food New Media Group, Inc. Florida Corporation 4 The Gourmet, Inc. (d/b/a/ For The Gourmet, Inc.) Florida Corporation Gourmet Foodservice Group, Inc. Florida Corporation Artisan Specialty Foods, Inc. Delaware Corporation Gourmet Foodservice Group Warehouse, Inc. Florida Corporation Gourmeting Inc. Delaware Corporation I

Asset Purchase Agreement by and between M Innovations LLC and M Specialty Foods Inc., dated October 31, 2024.

EXHIBIT 10.26 ASSET PURCHASE AGREEMENT This ASSET PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of October 31, 2024 between M Innovations, LLC, a Delaware corporation (“Seller”) and M Specialty Foods, Inc., a New York corporation (“Buyer”). Section I.1. Purchase and Sale of Assets. Upon the terms and subject to the conditions set forth in this Agreement, Seller hereby sells, tr

Description of Securities

EXHIBIT 4.1 DESCRIPTION OF REGISTRANT’S SECURITIES The following description sets forth certain material terms and provisions of our capital stock and also summarizes relevant provisions of Florida law. The following summary does not purport to be complete and is subject to, and is qualified in its entirety by reference to, the applicable provisions of Florida law and our articles of incorporation

Compensation Recovery Policy

EXHIBIT 97.1 INNOVATIVE FOOD HOLDINGS, INC. EXECUTIVE COMPENSATION CLAWBACK POLICY The Board of Directors (the “Board”) of Innovative Food Holdings, Inc. (the “Company”) has adopted the following executive compensation clawback policy (this “Policy”). This Policy shall supplement any other clawback or compensation recovery policy or policies adopted by the Company or included in any agreement betw

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, 2024 ☐ 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, 2024 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 000-09376 INNOVATIVE FOOD HOLDINGS, INC. (Exact Name of Registrant as

Insider Trading Policy

EXHIBIT 19.1 Insider Trading Compliance Manual Innovative Food Holdings, Inc. Adopted: February 21, 2024 In order to take an active role in the prevention of insider trading violations by its officers, directors, employees, consultants, attorneys, advisors and other related individuals, the Board of Directors (the “Board”) of Innovative Food Holdings, Inc., a Florida corporation (the “Company”), h

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): March 7, 2025 Innovative Food Hol

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): March 7, 2025 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 000-09376 20-1167761 (State or other jurisdiction (Commission (IRS Employer

Innovative Food Holdings, Inc. Consolidated Balance Sheets (unaudited)

Exhibit 99.1 Innovative Food Holdings, Inc. Reports Financial Results for Fourth Quarter and Fiscal Year 2024 March 7, 2025 Key Fiscal Year data points: ● Revenue of $72.1 million, +2.5% vs. 2023 ● Organic revenue growth (1) of +11.4% vs. 2023 ● Gross margin declined by 85 basis points vs. 2023 to 23.4% ● GAAP net income (loss) from continuing operations of $2.5 million vs. ($3.7) million in 2023

Innovative Food Holdings, Inc. 2025 Equity Incentive Plan.

Exhibit 10.1 INNOVATIVE FOOD HOLDINGS, INC. 2025 EQUITY INCENTIVE PLAN 1. Purpose The Plan’s purpose is to attract, retain, and motivate persons who make important contributions to the Company by providing these individuals with the opportunity to acquire Shares. Additionally, the Plan is intended to align the interests of these individuals to those of the Company’s other shareholders. 2. Definiti

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): January 29, 2025 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 000-09376 20-1167761 (State or other jurisdiction (Commission (IRS Emplo

INNOVATIVE FOOD HOLDINGS, INC. ANNOUNCES ACQUISITION OF THE ASSETS OF LOCO FOOD DISTRIBUTION LLC, A COLORADO-BASED DISTRIBUTOR OF LOCALLY PRODUCED PRODUCTS

Exhibit 99.1 FOR IMMEDIATE RELEASE INNOVATIVE FOOD HOLDINGS, INC. ANNOUNCES ACQUISITION OF THE ASSETS OF LOCO FOOD DISTRIBUTION LLC, A COLORADO-BASED DISTRIBUTOR OF LOCALLY PRODUCED PRODUCTS BONITA SPRINGS, FL. (January 7, 2025) – Innovative Food Holdings, Inc. (OTCQB: IVFH) (“IVFH” or the “Company”), a national seller of gourmet specialty foods to professional chefs, is pleased to announce the op

Financial Statements and Exhibits, Other Events

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): December 20, 2024 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 000-09376 20-1167761 (State or other jurisdiction (Commission (IRS Empl

SECURITIES PURCHASE AGREEMENT

EX-99.1 2 ex991to13da508706020120624.htm FORM OF DECEMBER PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of [], 2024, by and among Innovative Food Holdings, Inc., a Florida corporation, with headquarters located at 9696 Bonita Beach Rd., Ste. 208, Bonita Springs, Florida 34135 (the “Company”), and the investors listed on the Schedule of B

IVFH / Innovative Food Holdings, Inc. / Bandera Partners LLC - AMENDMENT NO. 5 TO THE SCHEDULE 13D Activist Investment

SC 13D/A 1 sc13da50870602012062024.htm AMENDMENT NO. 5 TO THE SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 5)1 Innovative Food Holdings, Inc. (Name of Issuer) Common Stock, par value $0.0

INNOVATIVE FOOD HOLDINGS, INC. ANNOUNCES CORPORATE NAME CHANGE TO HARVEST GROUP HOLDINGS, INC., A REVERSE STOCK SPLIT, AND PRIVATE PLACEMENT, IN PREPARATION FOR UPLISTING TO NASDAQ

Exhibit 99.1 FOR IMMEDIATE RELEASE INNOVATIVE FOOD HOLDINGS, INC. ANNOUNCES CORPORATE NAME CHANGE TO HARVEST GROUP HOLDINGS, INC., A REVERSE STOCK SPLIT, AND PRIVATE PLACEMENT, IN PREPARATION FOR UPLISTING TO NASDAQ BONITA SPRINGS, FL. (December 5, 2024) – Innovative Food Holdings, Inc. (OTCQB: IVFH) (“IVFH” or the “Company”), a national seller of gourmet specialty foods to professional chefs, tod

Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

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): November 30, 2024 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 000-09376 20-1167761 (State or other jurisdiction (Commission (IRS Empl

Financial Statements and Exhibits, Other Events

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): November 18, 2024 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 000-09376 20-1167761 (State or other jurisdiction (Commission (IRS Empl

INNOVATIVE FOOD HOLDINGS, INC. ANNOUNCES CLOSE OF THE ACQUISITION OF GOLDEN ORGANICS

Exhibit 99.1 FOR IMMEDIATE RELEASE INNOVATIVE FOOD HOLDINGS, INC. ANNOUNCES CLOSE OF THE ACQUISITION OF GOLDEN ORGANICS BONITA SPRINGS, FL. (November 21, 2024) – Innovative Food Holdings, Inc. (OTCQB: IVFH) (“IVFH” or the “Company”), a national seller of gourmet specialty foods to professional chefs, is pleased to announce the successful closing of its acquisition of the assets of Golden Organics,

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 AND EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPORT PURS

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 AND EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 000-09376 INNOVATIVE FOOD HOLDINGS

Asset Purchase Agreement, dated October 14, 2024, by and among the Company, Golden Organics, Inc. and David Rickard (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the SEC on October 18, 2024).

Exhibit 10.1 CERTAIN IDENTIFIED INFORMATION (INDICATED BY “[***]”) HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. ASSET PURCHASE AGREEMENT This ASSET PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of October 14, 2024 (the “Effective Date”), between GOLDEN ORGANICS, INC., a Color

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

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): October 14, 2024 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 000-09376 20-1167761 (State or other jurisdiction (Commission (IRS Emplo

INNOVATIVE FOOD HOLDINGS, INC. ANNOUNCES ACQUISITION OF ASSETS OF GOLDEN ORGANICS, A DENVER-BASED SPECIALTY DISTRIBUTOR

Exhibit 99.1 INNOVATIVE FOOD HOLDINGS, INC. ANNOUNCES ACQUISITION OF ASSETS OF GOLDEN ORGANICS, A DENVER-BASED SPECIALTY DISTRIBUTOR BONITA SPRINGS, FL. (October 18, 2024) – Innovative Food Holdings, Inc. (OTCQB: IVFH) (“IVFH” or the “Company”), a national seller of gourmet specialty foods to professional chefs, is pleased to announce the entry into a material definitive agreement to acquire 100%

Form of Seller Financing Note (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the SEC on October 18, 2024).

Exhibit 10.2 SELLER FINANCING NOTE $350,000.00 Effective Date: , 2024 FOR VALUE RECEIVED, Innovative Food Holdings, Inc., a Florida corporation, and its predecessors, successors, and assigns (“Borrower”) promises to pay to the order of Golden Organics, Inc., a Colorado corporation (“Lender”) the aggregate principal sum of Three Hundred Fifty Thousand Dollars and 00/100 Dollars ($350,000.00) (the “

INNOVATIVE FOOD HOLDINGS, INC. ANNOUNCES CLOSE OF THE SALE OF IGOURMET.COM BUSINESS

Exhibit 99.1 FOR IMMEDIATE RELEASE INNOVATIVE FOOD HOLDINGS, INC. ANNOUNCES CLOSE OF THE SALE OF IGOURMET.COM BUSINESS BONITA SPRINGS, FL. (September 4, 2024) – Innovative Food Holdings, Inc. (OTCQB: IVFH) (“IVFH” or the “Company”), a national seller of gourmet specialty foods to professional chefs, announced today the close of a transaction to sell its consumer e-commerce business igourmet.com fo

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

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): August 30, 2024 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer

Transition Services Agreement, dated August 30, 2024, between Innovative Gourmet LLC, iGourmet LLC and Advansiv Gourmet Group, Inc. (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the SEC on September 5, 2024).

Exhibit 10.2 TRANSITION SERVICES AGREEMENT This TRANSITION SERVICES AGREEMENT (the “Agreement”) is made as of August 30, 2024 (the “Effective Date”) by and between Innovative Gourmet LLC, a Delaware limited liability company (“Seller”), iGourmet, LLC, a Florida limited liability company (“Buyer”) and solely for the purposes set forth in Section 8.15 hereof, Advansiv Group, Inc., a Florida corporat

Amended and Restated Asset Purchase Agreement, dated August 30, 2024, between Innovative Gourmet LLC, iGourmet LLC and Advansiv Gourmet Group, Inc. (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the SEC on September 5, 2024).

Exhibit 10.1 CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS EITHER (i) NOT MATERIAL AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL, OR DISCLOSURE OF SUCH INFORMATION WOULD CONSTITUTE A CLEARLY UNWARRANTED INVASION OF PERSONAL PRIVACY. REDACTED INFORMATION IS MARKED WITH A [***] AMENDED AND RESTATED ASSET PURCHASE AGREEMENT This Amended a

INNOVATIVE FOOD HOLDINGS, INC. ANNOUNCES NEW RETAIL PARTNER LAUNCH

Exhibit 99.1 FOR IMMEDIATE RELEASE INNOVATIVE FOOD HOLDINGS, INC. ANNOUNCES NEW RETAIL PARTNER LAUNCH BONITA SPRINGS, FL. (August 22, 2024) – Innovative Food Holdings, Inc. (OTCQB: IVFH) (“IVFH” or the “Company”), a national seller of gourmet specialty foods to professional chefs, announced today the launch of a relationship with a new major customer, a top 10 U.S. retailer, after a successful pil

Financial Statements and Exhibits, Other Events

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): August 20, 2024 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D. C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or15(d) of the Securities and Exchange Act of 1934 For the quarterly period ended June 30, 2024 ☐ Transition report pursuant t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D. C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or15(d) of the Securities and Exchange Act of 1934 For the quarterly period ended June 30, 2024 ☐ Transition report pursuant to Section 13 or 15(d) of the Exchange Act For the transition period from to . Commission File Number: 0-9376 INNOVATIVE FOOD HOLDINGS, INC. (Exact Nam

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

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): August 6, 2024 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer o

INNOVATIVE FOOD HOLDINGS, INC. ANNOUNCES SALE OF IGOURMET.COM BUSINESS

Exhibit 99.1 FOR IMMEDIATE RELEASE INNOVATIVE FOOD HOLDINGS, INC. ANNOUNCES SALE OF IGOURMET.COM BUSINESS BONITA SPRINGS, Fla., Aug. 08, 2024 (GLOBE NEWSWIRE) - Innovative Food Holdings, Inc. (OTCQB: IVFH) (“IVFH” or the “Company”), a national seller of gourmet specialty foods to professional chefs, announced today the signing of an agreement to sell its consumer e-commerce business igourmet.com f

Asset Purchase Agreement between igourmet and Advansiv Gourmet Group, Inc., dated August 6, 2024 (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the SEC on August 12, 2024).

Exhibit 10.1 CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS EITHER (i) NOT MATERIAL AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL, OR DISCLOSURE OF SUCH INFORMATION WOULD CONSTITUTE A CLEARLY UNWARRANTED INVASION OF PERSONAL PRIVACY. REDACTED INFORMATION IS MARKED WITH A [*****] ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (th

INNOVATIVE FOOD HOLDINGS, INC. TO PRESENT AT MICROCAP LEADERSHIP SUMMIT

Exhibit 99.1 FOR IMMEDIATE RELEASE INNOVATIVE FOOD HOLDINGS, INC. TO PRESENT AT MICROCAP LEADERSHIP SUMMIT BONITA SPRINGS, Fla., July 31, 2024 (GLOBE NEWSWIRE) – Innovative Food Holdings, Inc. (OTCQB: IVFH) (“IVFH” or the “Company”), a national seller of gourmet specialty foods to professional chefs, announced today it has been selected to present at the 9th annual MicroCap Leadership Summit on Th

Innovative Food Holdings

Exhibit 99.2 Innovative Food Holdings Forward-Looking Statements This presentation contains certain forward-looking statements and information relating to Innovative Food Holdings, Inc. (the “Company”) that are based on the current beliefs of the Company’s management, as well as assumptions made by, and information currently available to, the Company. Such statements, including those related to ou

Financial Statements and Exhibits, Other Events

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): August 1, 2024 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer o

STOCK PURCHASE AGREEMENT

EX-99.1 2 ex991to13da408706020072324.htm PURCHASE AGREEMENT, DATED JULY 21, 2024 Exhibit 99.1 STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT, dated July 21, 2024, is made by and between Samuel Klepfish (the “Seller”) and Bandera Master Fund L.P. (the “Buyer”). The Buyer and the Seller are sometimes hereinafter collectively referred to as the “Parties”. WHEREAS, Seller is the legal and bene

IVFH / Innovative Food Holdings, Inc. / Bandera Partners LLC - AMENDMENT NO. 4 TO THE SCHEDULE 13D Activist Investment

SC 13D/A 1 sc13da40870602007232024.htm AMENDMENT NO. 4 TO THE SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 4)1 Innovative Food Holdings, Inc. (Name of Issuer) Common Stock, par value $0.0

IVFH / Innovative Food Holdings, Inc. / Smith Denver Johnson - AMENDMENT NO. 17 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 17)* INNOVATIVE FOOD HOLDINGS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 45772H202 (CUSIP Number) DENVER J. SMITH 350 S Race Street DENVER, CO 80209 (405) 830 - 3274 (Name, Address and Telephone Number of Person Authorized to Receiv

against Seller in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors' rights generally and subject to general prin

EX-99.1 2 ex991.htm EXHIBIT 99.1 Exhibit 99.1 STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT, dated July 16, 2024, is made by and between SV Asset Management, LLC (the "Seller"), and CRC Founders Fund, LP (the "Buyer"). The Buyer and the Seller are sometimes hereinafter collectively referred to as the "Parties". WHEREAS, Seller is the legal and beneficial owner of an aggregate 4,397,831 sh

IVFH / Innovative Food Holdings, Inc. / Bandera Partners LLC - AMENDMENT NO. 3 TO THE SCHEDULE 13D Activist Investment

SC 13D/A 1 sc13da30870600207192024.htm AMENDMENT NO. 3 TO THE SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 3)1 Innovative Food Holdings, Inc. (Name of Issuer) Common Stock, par value $0.0

STOCK PURCHASE AGREEMENT

EX-99.1 2 ex991to13da1208569036071924.htm STOCK PURCHASE AGREEMENT Exhibit 99.1 STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT, dated July 17, 2024, is made by and between SV Asset Management, LLC (the “Seller”) and JCP Investment Management, LLC, on behalf of certain managed accounts (the “Buyer”). The Buyer and the Seller are sometimes hereinafter collectively referred to as the “Parties

IVFH / Innovative Food Holdings, Inc. / JCP Investment Management, LLC - AMENDMENT NO. 12 TO SCHEDULE 13D Activist Investment

SC 13D/A 1 sc13da120856903607192024.htm AMENDMENT NO. 12 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 12)1 Innovative Food Holdings, Inc. (Name of Issuer) Common Stock, $0.0001 par val

STOCK PURCHASE AGREEMENT

EX-99.1 2 ex991to13da308706002071924.htm PURCHASE AGREEMENT, DATED JULY 17, 2024 Exhibit 99.1 STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT, dated July 17, 2024, is made by and between Samuel Klepfish (the “Seller”) and Bandera Master Fund L.P. (the “Buyer”). The Buyer and the Seller are sometimes hereinafter collectively referred to as the “Parties”. WHEREAS, Seller is the legal and bene

STOCK PURCHASE AGREEMENT

EX-99.2 3 ex992to13da308706002071924.htm PURCHASE AGREEMENT, DATED JULY 17, 2024 Exhibit 99.2 STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT, dated July 17, 2024, is made by and between Robert William Bennett (the “Seller”) and Bandera Master Fund L.P. (the “Buyer”). The Buyer and the Seller are sometimes hereinafter collectively referred to as the “Parties”. WHEREAS, Seller is the legal a

Submission of Matters to a Vote of Security Holders

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 17, 2024 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer of

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D. C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or15(d) of the Securities and Exchange Act of 1934 For the quarterly period ended March 31, 2024 ☐ Transition report pursuant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D. C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or15(d) of the Securities and Exchange Act of 1934 For the quarterly period ended March 31, 2024 ☐ Transition report pursuant to Section 13 or 15(d) of the Exchange Act For the transition period from to . Commission File Number: 0-9376 INNOVATIVE FOOD HOLDINGS, INC. (Exact Na

Financial Statements and Exhibits, Other Events

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 8, 2024 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer of i

INNOVATIVE FOOD HOLDINGS, INC. ANNOUNCES Q1 2024 EARNINGS CALL, 2024 ANNUAL MEETING, AND CEO LETTER TO SHAREHOLDERS

Exhibit 99.1 FOR IMMEDIATE RELEASE INNOVATIVE FOOD HOLDINGS, INC. ANNOUNCES Q1 2024 EARNINGS CALL, 2024 ANNUAL MEETING, AND CEO LETTER TO SHAREHOLDERS BONITA SPRINGS, FL. (May 8, 2024) – Innovative Food Holdings, Inc. (OTCQB: IVFH) (“IVFH” or the “Company”), a national seller of gourmet specialty foods to professional chefs, today: 1) announced the timing for a call with investors to discuss Q1 20

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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 30, 2024 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)

Subsidiaries of the Company

EXHIBIT 21 SCHEDULE OF SUBSIDIARIES Food Innovations, Inc. Florida Corporation Food New Media Group, Inc. Florida Corporation 4 The Gourmet, Inc. (d/b/a/ For The Gourmet, Inc.) Florida Corporation Gourmet Foodservice Group, Inc. Florida Corporation Artisan Specialty Foods, Inc. Delaware Corporation Gourmet Foodservice Group Warehouse, Inc. Florida Corporation Gourmeting Inc. Delaware Corporation I

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, 2023 ☐ 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, 2023 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 COMMISSION FILE NUMBER: 0-9376 INNOVATIVE FOOD HOLDINGS, INC. (Exact Name of Registrant as Sp

IVFH / Innovative Food Holdings, Inc. / Smith Denver Johnson - AMENDMENT NO. 16 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 16)* INNOVATIVE FOOD HOLDINGS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 45772H202 (CUSIP Number) DENVER J. SMITH 350 S Race Street DENVER, CO 80209 (405) 830 - 3274 (Name, Address and Telephone Number of Person Authorized to Receiv

Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

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): February 16, 2024 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employe

Purchase Agreement by and between the Company and Gulf Coast Aluminum, dated December 12, 2023 (incorporated by reference to the Company’s Form 8-K filed with the Securities and Exchange Commission on February 16, 2024)

Exhibit 2.1 Commercial, LLC Commercial Contract 1 1. PARTIES AND PROPERTY: Tag Media Group LLC, dba “Gulf Coast Aluminum” ("Buyer") 2 agrees to buy and Innovative Food Holdings, Inc. ("Seller") 3 agrees to sell the property at: 4 Street Address: 28411 RACE TRACK RD BONITA SPRINGS FL 34135 5 6 Legal Description: See Exhibit A. 7 8 and the following Personal Property: Warehouse Racking and Forklift.

Other Events

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): February 2, 2024 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer

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): January 22, 2024

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): January 22, 2024 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer

INNOVATIVE FOOD HOLDINGS, INC. ANNOUNCES RESTRUCTING OF HOME GOURMET E-COMMERCE BUSINESS, AND DIVESTITURE OF OTHER NON-CORE BUSINESSES

Exhibit 99.1 FOR IMMEDIATE RELEASE INNOVATIVE FOOD HOLDINGS, INC. ANNOUNCES RESTRUCTING OF HOME GOURMET E-COMMERCE BUSINESS, AND DIVESTITURE OF OTHER NON-CORE BUSINESSES BONITA SPRINGS, FL. (January 12, 2024) – Innovative Food Holdings, Inc. (OTCQB: IVFH) (“IVFH” or the “Company”), a national seller of gourmet specialty foods to Professional Chefs, today announced that with the unanimous support o

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): January 12, 2024

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): January 12, 2024 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer

IVFH / Innovative Food Holdings, Inc. / Inlight Wealth Management, LLC - FORM SC 13G/A Passive Investment

SC 13G/A 1 formsc13ga.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Innovative Food Holdings, Inc (Name of Issuer) Common Stock (Title of Class of Securities) 45772H202 (CUSIP Number) 12/31/2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to de

Employment Agreement with Gary Schubert dated as of December 29, 2023 (incorporated by reference to the Company’s Form 8-K filed with the Securities and Exchange Commission on January 3, 2024)

Exhibit 10.1 INNOVATIVE FOOD HOLDINGS, INC. EXECUTIVE EMPLOYMENT AGREEMENT Innovative Food Holdings, Inc., a Florida corporation (the “Company”), and Gary Schubert (the “Executive”) (the Company and the Executive each a “Party” and, collectively, the “Parties”) enter into this EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) dated as of December 29, 2023. W I T N E S S E T H WHEREAS, the Company

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): January 3, 2024 (December 29, 202

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): January 3, 2024 (December 29, 2023) Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D. C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or15(d) of the Securities and Exchange Act of 1934 For the quarterly period ended September 30, 2023 ☐ Transition report pursu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D. C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or15(d) of the Securities and Exchange Act of 1934 For the quarterly period ended September 30, 2023 ☐ Transition report pursuant to Section 13 or 15(d) of the Exchange Act For the transition period from to . Commission File Number: 0-9376 INNOVATIVE FOOD HOLDINGS, INC. (Exac

First Amendment to the Employment Agreement with Robert William Bennett dated as of November 3, 2023 (incorporated by reference to the Company’s Form 8-K filed with the Securities and Exchange Commission on November 9, 2023)

Exhibit 10.1 INNOVATIVE FOOD HOLDINGS, INC. FIRST AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT Innovative Food Holdings, Inc., a Florida corporation (the “Company”), and Robert William Bennett (the “Executive”) (the Company and the Executive each a “Party” and, collectively, the “Parties”) enter into this FIRST AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT (this “Amendment”) dated as of November 3, 2

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): November 3, 2023 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D. C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or15(d) of the Securities and Exchange Act of 1934 For the quarterly period ended June 30, 2023 ☐ Transition report pursuant t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D. C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or15(d) of the Securities and Exchange Act of 1934 For the quarterly period ended June 30, 2023 ☐ Transition report pursuant to Section 13 or 15(d) of the Exchange Act For the transition period from to . Commission File Number: 0-9376 INNOVATIVE FOOD HOLDINGS, INC. (Exact Nam

Form of Non-Plan Stock-Appreciation Right Award Grant Notice and Award Agreement with Brady Smallwood dated as of July 7, 2023 (incorporated by reference to the Company’s Form 8-K filed with the Securities and Exchange Commission on July 12, 2023)

Exhibit 10.1 FORM OF NON-PLAN STOCK APPRECIATION RIGHT AWARD GRANT NOTICE AND AWARD GREEMENT I. GRANT NOTICE Innovative Food Holdings, Inc., a Florida corporation (the “Company”) grants the undersigned Participant a Non-Plan Stock Appreciation Right Award covering the number of Stock Appreciation Rights (the “Stock Appreciation Rights” or “SARs”) set forth below (the “Award”), subject to the terms

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): July 7, 2023

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): July 7, 2023 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida (State or other jurisdiction of incorporation) 0-9376 (Commission File Numbe

Code of Ethical Conduct (incorporated by reference to exhibit 14.1 of the Company’s Form 8-K filed with the Securities and Exchange Commission on July 12, 2023)

Exhibit 14.1 INNOVATIVE FOOD HOLDINGS, INC. CODE OF ETHICAL CONDUCT Adopted July 7, 2023 Preface The honesty, integrity, ethics, respect for others and sound judgment displayed by the officers, directors and employees of Innovative Food Holdings, Inc. (the “Company”) set the tone for business conduct and are fundamental to the proper functioning, reputation and success of the Company. This Code of

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): June 22, 2023

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): June 22, 2023 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida (State or other jurisdiction of incorporation) 0-9376 (Commission File Numb

Loan Modification, effective as of May 27, 2023, by and between the Company and MapleMark.

Exhibit 10.6 LOAN MODIFICATION THIS LOAN MODIFICATION (“Modification”), dated effective as of May 27, 2023, is between INNOVATIVE FOOD HOLDINGS, INC., a Florida corporation (“Borrower”), and MAPLEMARK BANK (together with its successors and assigns, “Lender”). RECITALS A. Borrower and Lender entered into that certain Loan Agreement, dated as of June 6, 2022 (as may be amended from time to time, “Lo

Pledge and Security Agreement, dated as of June 13, 2023, by and among the Borrowers and MapleMark (PA).

Exhibit 10.3 PLEDGE AND SECURITY AGREEMENT THIS PLEDGE AND SECURITY AGREEMENT is entered into as of June 13, 2023 by and among INNOVATIVE FOOD HOLDINGS, INC., a Florida corporation (“IVFH”), and INNOVATIVE FOOD PROPERTIES, LLC, a Delaware limited liability company (“IVFP” and, collectively with IVFH, the “Borrower”), each of the parties set forth on the signature pages hereof (together with the Bo

Promissory Note, effective as of June 13, 2023, issued by the Borrowers to MapleMark (PA).

Exhibit 10.2 PROMISSORY NOTE $9,057,840 Effective Date: June 13, 2023 FOR VALUE RECEIVED, INNOVATIVE FOOD HOLDINGS, INC., a Florida corporation, and INNOVATIVE FOOD PROPERTIES, LLC, a Delaware limited liability company (collectively, the “Borrower”), having an address at 28411 Race Track Road, Bonita Springs, FL 34135, hereby promises to pay to the order of MAPLEMARK BANK (together with its succes

Amended and Restated Promissory Note, effective as of May 27, 2023, issued by the Borrowers to MapleMark (FL, IL).

Exhibit 10.5 AMENDED AND RESTATED PROMISSORY NOTE $356,800 Effective Date: May 27, 2023 FOR VALUE RECEIVED, INNOVATIVE FOOD HOLDINGS, INC., a Florida corporation, and INNOVATIVE FOOD PROPERTIES, LLC, a Delaware limited liability company (collectively, the “Borrower”), having an address at 28411 Race Track Road, Bonita Springs, FL 34135, hereby promises to pay to the order of MAPLEMARK BANK (togeth

Loan Agreement, dated as of June 13, 2023, by and among the Borrowers and MapleMark (PA).

Exhibit 10.1 LOAN AGREEMENT THIS LOAN AGREEMENT is made and entered into as of June 13, 2023 (the “Effective Date”) between MAPLEMARK BANK (together with its successors and assigns, the “Bank”), INNOVATIVE FOOD HOLDINGS, INC., a Florida corporation (“IVFH”), and INNOVATIVE FOOD PROPERTIES, LLC, a Delaware limited liability company (“IVFP” and, collectively with IVFH, the “Borrower”). RECITALS: A.

Loan Modification, effective as of May 27, 2023, by and among the Borrowers and MapleMark (FL, IL).

Exhibit 10.4 LOAN MODIFICATION THIS LOAN MODIFICATION (“Modification”), dated effective as of May 27, 2023, is between INNOVATIVE FOOD HOLDINGS, INC., a Florida corporation, and INNOVATIVE FOOD PROPERTIES, LLC, a Delaware limited liability company (collectively, the “Borrower”), and MAPLEMARK BANK (together with its successors and assigns, “Lender”). RECITALS A. Borrower and Lender entered into th

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): June 13, 2023 Innovative Food Hol

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): June 13, 2023 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida (State or other jurisdiction of incorporation) 0-9376 (Commission File Numb

Amendment to the Company’s Bylaws, effective May 17, 2023.

Exhibit 3.1 Article III, Section 2 Election and Tenure. No fewer than one nor more than eight (8) directors (as determined by the Board of Directors from time to time) shall be elected at the annual meetings of the shareholders. Each director shall be elected to serve and to hold office until the next succeeding annual meeting and until his successor shall be elected and shall qualify, or until hi

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

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 17, 2023 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer of

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 15, 2023

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 15, 2023 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer of

Employment Agreement with Brady Smallwood dated as of April 14, 2023 (incorporated by reference to the Company’s Form 8-K filed with the Securities and Exchange Commission on May 17, 2023)

Exhibit 10.1 INNOVATIVE FOOD HOLDINGS, INC. EXECUTIVE EMPLOYMENT AGREEMENT Innovative Food Holdings, Inc., a Florida corporation (the “Company”), and Brady Smallwood (the “Executive”) (the Company and the Executive each a “Party” and, collectively, the “Parties”) enter into this EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) dated as of April 14th, 2023. W I T N E S S E T H WHEREAS, the Company

Innovative Food Holdings Appoints Brady Smallwood as Chief Operating Officer

Exhibit 99.1 FOR IMMEDIATE RELEASE Innovative Food Holdings Appoints Brady Smallwood as Chief Operating Officer BONITA SPRINGS, FL. (May 17, 2023) – Innovative Food Holdings, Inc. (IVFH), a national seller of gourmet specialty foods to professional and home chefs today announced the hiring of Brady Smallwood as Chief Operating Officer. As Chief Operating Officer, Mr. Smallwood will develop, integr

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D. C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or15(d) of the Securities and Exchange Act of 1934 For the quarterly period ended March 31, 2023 ☐ Transition report pursuant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D. C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or15(d) of the Securities and Exchange Act of 1934 For the quarterly period ended March 31, 2023 ☐ Transition report pursuant to Section 13 or 15(d) of the Exchange Act For the transition period from to . Commission File Number: 0-9376 INNOVATIVE FOOD HOLDINGS, INC. (Exact Na

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)

Subsidiaries of the Company

EXHIBIT 21 SCHEDULE OF SUBSIDIARIES Food Innovations, Inc. Florida Corporation Food New Media Group, Inc. Florida Corporation 4 The Gourmet, Inc. (d/b/a/ For The Gourmet, Inc.) Florida Corporation Gourmet Foodservice Group, Inc. Florida Corporation Artisan Specialty Foods, Inc. Delaware Corporation Haley Food Group, Inc. Florida Corporation Gourmet Foodservice Group Warehouse, Inc. Florida Corpora

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, 2022 ☐ 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, 2022 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 COMMISSION FILE NUMBER: 0-9376 INNOVATIVE FOOD HOLDINGS, INC. (Exact Name of Registrant as Sp

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

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): March 7, 2023 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer of

Amended Bylaws of the Company (incorporated by reference to exhibit 3.1 of the Company’s current report Form 8-K filed with the Securities and Exchange Commission on March 13, 2023).

Exhibit 3.1 Article III, Section 2 Election and Tenure. No fewer than one nor more than ten (10) directors (as determined by the Board of Directors from time to time) shall be elected at the annual meetings of the shareholders. Each director shall be elected to serve and to hold office until the next succeeding annual meeting and until his successor shall be elected and shall qualify, or until his

From the desk of Justin Wiernasz

Exhibit 99.1 From the desk of Justin Wiernasz February 28, 2023 To the Board of Directors of Innovative Food Holdings, Inc. Attn: Chairman Gentlemen: You are hereby advised that, effective 8:00 am on March 1, 2023, I hereby resign as a director of the Company. My resignation is based upon my determination that it is in my personal interest to do so at this time and is not due to any disputes over

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 INNOVATIVE FOOD HOLDINGS, INC. (Exact name of registrant as specified in its charter)

Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 INNOVATIVE FOOD HOLDINGS, INC. (Exact name of registrant as specified in its charter) Florida 20-116776 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 28411 Race Track Road Bonita Springs,

Filing Fee Table*

Exhibit 107 Calculation of Filing Fee Table S-8 (Form Type) INNOVATIVE FOOD HOLDINGS, 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): February 28, 2023

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): February 28, 2023 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employe

IVFH / Innovative Food Holdings, Inc. / Smith Denver Johnson - AMENDMENT NO. 15 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 15)* INNOVATIVE FOOD HOLDINGS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 45772H202 (CUSIP Number) DENVER J. SMITH 350 S Race Street DENVER, CO 80209 (405) 830 - 3274 (Name, Address and Telephone Number of Person Authorized to Receiv

IVFH / Innovative Food Holdings Inc / Inlight Wealth Management, LLC - FORM SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Innovative Food Holdings, Inc (Name of Issuer) Common Stock (Title of Class of Securities) 45772H202 (CUSIP Number) 12/31/2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

IVFH / Innovative Food Holdings Inc / JCP Investment Management, LLC - AMENDMENT NO. 11 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 11)1 Innovative Food Holdings, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 45772H202 (CUSIP Number) JAME

February 8, 2023

Exhibit 99.1 February 8, 2023 Sam Klepfish 1983 New York Avenue Brooklyn, New York 11210 Re:Shares of Common Stock of Innovative Food Holdings, Inc. Dear Sam Klepfish: This letter is being delivered in connection with the purchase from Sam Klepfish (“Seller”) by JCP Investment Partnership, LP and Bandera Master Fund LP (each individually, a “Purchaser” and collectively, the “Purchasers”) of 720,00

IVFH / Innovative Food Holdings Inc / Bandera Partners LLC - AMENDMENT NO. 2 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 2)1 Innovative Food Holdings, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 45772H202 (CUSIP Number) JEFFE

February 8, 2023

Exhibit 99.1 February 8, 2023 Sam Klepfish 1983 New York Avenue Brooklyn, New York 11210 Re:Shares of Common Stock of Innovative Food Holdings, Inc. Dear Sam Klepfish: This letter is being delivered in connection with the purchase from Sam Klepfish (“Seller”) by JCP Investment Partnership, LP and Bandera Master Fund LP (each individually, a “Purchaser” and collectively, the “Purchasers”) of 720,00

Executive Employment Agreement dated February 3, 2023 between the Registrant and Robert William Bennett (incorporated by reference to exhibit 10.1 of the Company’s current report Form 8-K filed with the Securities and Exchange Commission on February 7, 2023)

Exhibit 10.1 INNOVATIVE FOOD HOLDINGS, INC. EXECUTIVE EMPLOYMENT AGREEMENT Innovative Food Holdings, Inc., a Florida corporation (the “Company”), and Robert William Bennett (the “Executive”) (the Company and the Executive each a “Party” and, collectively, the “Parties”) enter into this EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) dated as of January 30th, 2023. W I T N E S S E T H WHEREAS, th

Innovative Food Holdings Announces Leadership Transition Bill Bennett Appointed CEO and Director Sam Klepfish to Remain Chairman of the Board of Directors

Exhibit 99.1 FOR IMMEDIATE RELEASE Innovative Food Holdings Announces Leadership Transition Bill Bennett Appointed CEO and Director Sam Klepfish to Remain Chairman of the Board of Directors BONITA SPRINGS, FL. (February 7, 2023) – Innovative Food Holdings, Inc. (IVFH), a leading specialty food-focused eCommerce platform, today announced that current IVFH CEO Sam Klepfish plans to step down on Febr

Filing Fee Table*

Exhibit 107 Calculation of Filing Fee Table S-8 (Form Type) INNOVATIVE FOOD HOLDINGS, INC.

Innovative Food Holdings, Inc. 2011 Stock Option Plan*

Exhibit 10.4 INNOVATIVE FOOD HOLDINGS, INC. 2011 Stock Option Plan 1. Purpose. The purpose of this 2011 Stock Option Plan (the “Plan”) is to aid Innovative Food Holdings, Inc., a Florida corporation (the “Company”), in attracting, retaining, motivating and rewarding employees (including executive officers and employee directors) and non-employee directors and consultants who provide substantial se

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 INNOVATIVE FOOD HOLDINGS, INC. (Exact name of registrant as specified in its charter)

Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 INNOVATIVE FOOD HOLDINGS, INC. (Exact name of registrant as specified in its charter) Florida 20-116776 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 28411 Race Track Road Bonita Springs,

Side Letter dated February dated February 3, 2023 between the Registrant and Samuel Klepfish (incorporated by reference to exhibit 10.3 of the Company’s current report Form 8-K filed with the Securities and Exchange Commission on February 7, 2023)

Exhibit 10.3 SIDE LETTER TO AGREEMENT AND GENERAL RELEASE This Side Letter (“Side Letter”) to the Agreement and General Release (“Agreement”) is made and entered into as of January , 2023 by the parties to the Agreement to which it is attached. Uppercase terms not employed in the Agreement shall have the definitions set forth in Section 14 of this Side Letter. This Side Letter supplements that cer

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): February 3, 2023

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): February 3, 2023 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer

Agreement and General Release dated February 3, 2023 between the Registrant and Samuel Klepfish (incorporated by reference to exhibit 10.2 of the Company’s current report Form 8-K filed with the Securities and Exchange Commission on February 7, 2023)

Exhibit 10.2 AGREEMENT AND GENERAL RELEASE This AGREEMENT AND GENERAL RELEASE (the “Agreement”) is entered into by and between INNOVATIVE FOOD HOLDINGS, INC., a Florida corporation with a principal place of business at 28411 Race Track Road, Bonita Springs, FL 34135 (the “Company”) and Sam Klepfish with a residence at 1983 New York Avenue, Brooklyn, NY 11210 (“Klepfish” or the “Executive”), and Ex

IVFH / Innovative Food Holdings Inc / Smith Denver Johnson - AMENDMENT NO. 14 Activist Investment

SC 13D/A 1 e1130220sc13da14.htm AMENDMENT NO. 14 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 14)* INNOVATIVE FOOD HOLDINGS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 45772H202 (CUSIP Number) DENVER J. SMITH 350 S Race Street DENVER, CO 80209 (405) 830 - 3274 (Name, Address an

Board Observer Agreement dated as of November 28, 2022 between the Registrant and Denver J. Smith (incorporated by reference to the Company’s Form 8-K filed with the Securities and Exchange Commission on November 29, 2022).

Exhibit 10.1 BOARD OBSERVER AGREEMENT THIS BOARD OBSERVER AGREEMENT, dated as of the 28th day of November, 2022 (this ?Agreement?), is made by and between INNOVATIVE FOOD HOLDINGS, INC., a Florida corporation (the ?Company?), and DENVER J. SMITH (?Observer?). WHEREAS, the Company has agreed that Observer will be appointed as a non-voting observer who will be entitled to attend and participate in a

Innovative Food Holdings Appoints Denver J. Smith as a Board Observer

Exhibit 99.1 FOR IMMEDIATE RELEASE Company Contact: Investor and Media Contact: Ronit Wallerstein Andrew M. Berger Investor Relations Managing Director Innovative Food Holdings, Inc. SM Berger & Company, Inc. (239) 449-3249 (216) 464-6400 [email protected] [email protected] Innovative Food Holdings Appoints Denver J. Smith as a Board Observer BONITA SPRINGS, FL. (November 29, 2022) ? Innovat

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): November 28, 2022 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employe

Letter from Liggett & Webb, P.A. to the Securities and Exchange Commission dated November 14, 2022.

Exhibit 16.1 Liggett & Webb, P.A. 432 Park Avenue South New York, New York 10016 561-752-1721 November 14, 2022 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 RE: Innovative Food Holdings, Inc. File Ref No: 0-9376 We have read the statements of Innovative Food Holdings, Inc., pertaining to our firm included under Item 4.01 of Form 8-K dated November 9, 2022 and agree w

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

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): November 9, 2022 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D. C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or15(d) of the Securities and Exchange Act of 1934 For the quarterly period ended September 30, 2022 ☐ Transition report pursu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D. C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or15(d) of the Securities and Exchange Act of 1934 For the quarterly period ended September 30, 2022 ☐ Transition report pursuant to Section 13 or 15(d) of the Exchange Act For the transition period from to . Commission File Number: 0-9376 INNOVATIVE FOOD HOLDINGS, INC. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D. C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or15(d) of the Securities and Exchange Act of 1934 For the quarterly period ended June 30, 2022 ☐ Transition report pursuant t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D. C. 20549 FORM 10-Q ? Quarterly report pursuant to Section 13 or15(d) of the Securities and Exchange Act of 1934 For the quarterly period ended June 30, 2022 ? Transition report pursuant to Section 13 or 15(d) of the Exchange Act For the transition period from to . Commission File Number: 0-9376 INNOVATIVE FOOD HOLDINGS, INC. (Exact Nam

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

NT 10-Q 1 innovfood20220815nt10q.htm FORM NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 0-9376 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition

IVFH / Innovative Food Holdings Inc / Smith Denver Johnson - AMENDMENT NO. 13 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 13)* INNOVATIVE FOOD HOLDINGS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 45772H202 (CUSIP Number) DENVER J. SMITH 350 S Race Street DENVER, CO 80209 (405) 830 - 3274 (Name, Address and Telephone Number of Person Authorized to Receiv

Loan Agreement dated as of June 6, 2022 between the Registrant, Innovative Food Properties, LLC and MapleMark Bank (PA) (incorporated by reference to the Company’s Form 8-K filed with the Securities and Exchange Commission on June 14, 2022).

Exhibit 10.2 LOAN AGREEMENT THIS LOAN AGREEMENT is made and entered into as of June 6, 2022 (the ?Effective Date?) between MAPLEMARK BANK (together with its successors and assigns, the ?Bank?), INNOVATIVE FOOD HOLDINGS, INC., a Florida corporation (?IVFH?), and INNOVATIVE FOOD PROPERTIES, LLC, a Delaware limited liability company (?IVFP? and, collectively with IVFH, the ?Borrower?). RECITALS: A. B

Promissory Note by the Registrant, as borrower, in favor of MapleMark Bank, as lender, dated as of June 6, 2022 (PA).

Exhibit 10.7 PROMISSORY NOTE $7,775,680 Effective Date: June 6, 2022 FOR VALUE RECEIVED, INNOVATIVE FOOD HOLDINGS, INC., a Florida corporation, and INNOVATIVE FOOD PROPERTIES, LLC, a Delaware limited liability company (collectively, the ?Borrower?), having an address at 28411 Race Track Road, Bonita Springs, FL 34135, hereby promises to pay to the order of MAPLEMARK BANK (together with its success

Mortgage, Security Agreement, Assignment of Rents And Leases and Fixture Filing dated as of June 6, 2022 between registrant and MapleMark Bank (IL).

Exhibit 10.4 MORTGAGE, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FIXTURE FILING made by INNOVATIVE FOOD HOLDINGS, INC., a Florida corporation, as Mortgagor to MAPLEMARK BANK as Mortgagee Dated as of: June 6, 2022 LOCATION OF PROPERTY: 2528 South 27th Avenue Broadview, IL 60155 Permanent Index Number (PIN): 15-21-202-066-0000 Mortgagor Tax ID: 20-1167761 PREPARED BY AND AFTER RECORDING

Promissory Note by the Registrant, as borrower, in favor of MapleMark Bank, as lender, dated as of June 6, 2022

Exhibit 10.12 PROMISSORY NOTE $3,000,000 Effective Date: June 6, 2022 FOR VALUE RECEIVED, INNOVATIVE FOOD HOLDINGS, INC., a Florida corporation (the ?Borrower?), having an address at 28411 Race Track Road, Bonita Springs, FL 34135 hereby promises to pay to the order of MAPLEMARK BANK (together with its successors and assigns and any subsequent holders of this Promissory Note, the ?Lender?), as her

Mortgage, Security Agreement, Assignment of Rents And Leases and Fixture Filing dated as of June 6, 2022 between registrant and MapleMark Bank (FL).

Exhibit 10.3 Prepared by and after recording return to: Frost Brown Todd LLC 2101 Cedar Springs Road, Suite 900 Dallas, Texas 75201 Attention: Ed McQueen MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF RENTS AND LEASES AND FIXTURE FILING By INNOVATIVE FOOD HOLDINGS, INC., a Florida corporation (?MORTGAGOR?) to MAPLEMARK BANK (?LENDER?) Property Address: 28411 Race Track Road, Bonita Springs, FL 34135

Pledge and Security Agreement dated as of June 6, 2022 by the Registrant, Innovative Food properties, LLC and the Registrant’s subsidiaries signatory thereto in favor of MapleMark Bank (FL, IL).

Exhibit 10.8 PLEDGE AND SECURITY AGREEMENT THIS PLEDGE AND SECURITY AGREEMENT is entered into as of June 6, 2022 by and among INNOVATIVE FOOD HOLDINGS, INC., a Florida corporation (?IVFH?), and INNOVATIVE FOOD PROPERTIES, LLC, a Delaware limited liability company (?IVFP? and, collectively with IVFH, the ?Borrower?), each of the parties set forth on the signature pages hereof (together with the Bor

Pledge and Security Agreement dated as of June 6, 2022 by the Registrant and the Registrant’s subsidiaries signatory thereto in favor of MapleMark Bank.

Exhibit 10.13 PLEDGE AND SECURITY AGREEMENT THIS PLEDGE AND SECURITY AGREEMENT is entered into as of June 6, 2022 by and among INNOVATIVE FOOD HOLDINGS, INC., a Florida corporation (the ?Borrower?), each of the undersigned Guarantors (collectively with Borrower, the ?Grantor?) and MAPLEMARK BANK (together with its successors and assigns, the ?Lender?) on behalf of itself and its Affiliates (?Secur

Loan Agreement dated as of June 6, 2022 between the Registrant and MapleMark Bank (incorporated by reference to the Company’s Form 8-K filed with the Securities and Exchange Commission on June 14, 2022).

Exhibit 10.11 LOAN AGREEMENT THIS LOAN AGREEMENT dated effective as of June 6, 2022, is between INNOVATIVE FOOD HOLDINGS, INC., a Florida corporation (?Borrower?), and MAPLEMARK BANK (together with its successors and assigns, the ?Lender?). RECITAL Borrower has requested that Lender extend credit to Borrower as described in this Agreement. Lender is willing to make such credit available to Borrowe

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): June 8, 2022 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer of

Pledge and Security Agreement dated as of June 6, 2022 by the Registrant, Innovative Food properties, LLC and the Registrant’s subsidiaries signatory thereto in favor of MapleMark Bank (PA).

Exhibit 10.9 PLEDGE AND SECURITY AGREEMENT THIS PLEDGE AND SECURITY AGREEMENT is entered into as of June 6, 2022 by and among INNOVATIVE FOOD HOLDINGS, INC., a Florida corporation (?IVFH?), and INNOVATIVE FOOD PROPERTIES, LLC, a Delaware limited liability company (?IVFP? and, collectively with IVFH, the ?Borrower?), each of the parties set forth on the signature pages hereof (together with the Bor

Mortgage, Security Agreement, Assignment of Rents And Leases and Fixture Filing dated as of June 6, 2022 between registrant and MapleMark Bank (PA).

Exhibit 10.5 WHEN RECORDED, MAIL TO: MapleMark Bank 4143 Maple Ave., Suite 100 Dallas, TX 75219 Parcel Identification Tax Parcel Number: 64-m9-00a-05d-00 FOR RECORDER?S USE ONLY MORTGAGE, ASSIGNMENT OF RENTS AND LEASES, SECURITY AGREEMENT, FINANCING STATEMENT AND FIXTURE FILING (This Mortgage Secures Future Advances) THIS INSTRUMENT IS TO BE INDEXED AS BOTH A MORTGAGE AND A FIXTURE FILING FILED AS

Guaranty Agreement dated as of June 6, 2022 between the Registrant’s subsidiaries parties thereto and MapleMark Bank.

Exhibit 10.10 GUARANTY AGREEMENT THIS GUARANTY AGREEMENT (this ?Guaranty Agreement?) is executed as of June 6, 2022, by the undersigned (whether one or more, together with such Person?s permitted successors and permitted assigns, being hereinafter referred to as ?Guarantor?), in favor of MAPLEMARK BANK (together with its successors and assigns, any subsequent holder(s) of the Note, being hereinaft

Loan Agreement dated as of June 6, 2022 between the Registrant, Innovative Food Properties, LLC and MapleMark Bank (FL, IL) (incorporated by reference to the Company’s Form 8-K filed with the Securities and Exchange Commission on June 14, 2022).

Exhibit 10.1 LOAN AGREEMENT THIS LOAN AGREEMENT is made and entered into as of June 6, 2022 (the ?Effective Date?) between MAPLEMARK BANK (together with its successors and assigns, the ?Bank?), INNOVATIVE FOOD HOLDINGS, INC., a Florida corporation (?IVFH?), and INNOVATIVE FOOD PROPERTIES, LLC, a Delaware limited liability company (?IVFP? and, collectively with IVFH, the ?Borrower?). RECITALS: A. B

Promissory Note by the Registrant and Innovative Food Properties, LLC, as borrower, in favor of MapleMark Bank, as lender, dated as of June 6, 2022 (FL, IL).

Exhibit 10.6 PROMISSORY NOTE $2,680,000 Effective Date: June 6, 2022 FOR VALUE RECEIVED, INNOVATIVE FOOD HOLDINGS, INC., a Florida corporation, and INNOVATIVE FOOD PROPERTIES, LLC, a Delaware limited liability company (collectively, the ?Borrower?), having an address at 28411 Race Track Road, Bonita Springs, FL 34135, hereby promises to pay to the order of MAPLEMARK BANK (together with its success

IVFH / Innovative Food Holdings Inc / Smith Denver Johnson - AMENDMENT NO. 12 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 12)* INNOVATIVE FOOD HOLDINGS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 45772H202 (CUSIP Number) DENVER J. SMITH 350 S Race Street DENVER, CO 80209 (405) 830 - 3274 (Name, Address and Telephone Number of Person Authorized to Receiv

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D. C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or15(d) of the Securities and Exchange Act of 1934 For the quarterly period ended March 31, 2022 ☐ Transition report pursuant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D. C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or15(d) of the Securities and Exchange Act of 1934 For the quarterly period ended March 31, 2022 ☐ Transition report pursuant to Section 13 or 15(d) of the Exchange Act For the transition period from to . Commission File Number: 0-9376 INNOVATIVE FOOD HOLDINGS, INC. (Exact Na

Subsidiaries of the Company

EX-21 2 ex352744.htm EXHIBIT 21 EXHIBIT 21 SCHEDULE OF SUBSIDIARIES Food Innovations, Inc. Florida Corporation Food New Media Group, Inc. Florida Corporation 4 The Gourmet, Inc. (d/b/a/ For The Gourmet, Inc.) Florida Corporation Gourmet Foodservice Group, Inc. Florida Corporation Artisan Specialty Foods, Inc. Delaware Corporation Haley Food Group, Inc. Florida Corporation Gourmet Foodservice Group

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, 2021 ☐ 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, 2021 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 COMMISSION FILE NUMBER: 0-9376 INNOVATIVE FOOD HOLDINGS, INC. (Exact Name of Registrant as Sp

IVFH / Innovative Food Holdings Inc / Inlight Wealth Management, LLC - FORM SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Innovative Food Holdings, Inc (Name of Issuer) Common Stock (Title of Class of Securities) 45772H202 (CUSIP Number) 12/31/2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

IVFH / Innovative Food Holdings Inc / Smith Denver Johnson - AMENDMENT NO. 11 Activist Investment

SC 13D/A 1 c120220sc13da11.htm AMENDMENT NO. 11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 11)* INNOVATIVE FOOD HOLDINGS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 45772H202 (CUSIP Number) DENVER J. SMITH 350 S Race Street DENVER, CO 80209 (405) 830 - 3274 (Name, Address and

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 11, 2022 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commis

Submission of Matters to a Vote of Security Holders

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): January 11, 2022 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEF 14A 1 innovfood20211213def14a.htm FORM DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

PRE 14A 1 innovfood20211202pre14a.htm FORM PRE 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, For Use of

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D. C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or15(d) of the Securities and Exchange Act of 1934 For the quarterly period ended September 30, 2021 ☐ Transition report pursu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D. C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or15(d) of the Securities and Exchange Act of 1934 For the quarterly period ended September 30, 2021 ☐ Transition report pursuant to Section 13 or 15(d) of the Exchange Act For the transition period from to . Commission File Number: 0-9376 INNOVATIVE FOOD HOLDINGS, INC. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 0-9376 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: Read Instruction (on back page) Before Preparing Form.

IVFH / Innovative Food Holdings Inc / Bandera Partners LLC Activist Investment

SC 13D/A 1 inn13da1-091421.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (RULE 13D - 101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(a) (Amendment No. 1)* Innovative Food Holdings, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 45772H202

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

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): September 10, 2021 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employ

Revised Article III, Section 2 of the registrant’s By-Laws.

Exhibit 3.1 Article III, Section 2 Election and Tenure. No fewer than one nor more than eight (8) directors (as determined by the Board of Directors from time to time) shall be elected at the annual meetings of the shareholders. Each director shall be elected to serve and to hold office until the next succeeding annual meeting and until his successor shall be elected and shall qualify, or until hi

JOINT FILING AGREEMENT

Exhibit 99.2 JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13D with respect to the Common stock, $0.0001 par value, of Innovative Food Holdings, Inc. dated as of the date hereof is, and any further amendments thereto signed by each of the undersigned shall be, filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 1

IVFH / Innovative Food Holdings Inc / Bandera Partners LLC Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (RULE 13D - 101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(a) (Amendment No. )* Innovative Food Holdings, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 45772H202 (CUSIP Number) Christopher P. D

IVFH / Innovative Food Holdings Inc / Smith Denver Johnson - AMENDMENT NO. 10 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 10)* INNOVATIVE FOOD HOLDINGS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 45772H202 (CUSIP Number) DENVER J. SMITH 350 S Race Street DENVER, CO 80209 (405) 830 - 3274 (Name, Address and Telephone Number of Person Authorized to Receiv

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

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): August 26, 2021 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer

Securities Purchase Agreement dated August 26, 2021 between the Company and each of JCP Investment Partnership LP, Bandera Master Fund L.P. and SV Asset Management LLC. *(incorporated by reference to the Company’s Form 8-K filed with the Securities and Exchange Commission on August 31, 2021).

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of August 26, 2021, by and among Innovative Food Holdings, Inc., a Florida corporation, with headquarters located at 28411 Race Track Road, Bonita Springs, Florida 34135 (the ?Company?), and the investors listed on the Schedule of Buyers attached hereto (individually, a ?Buyer? and collectively, th

IVFH / Innovative Food Holdings Inc / JCP Investment Management, LLC - AMENDMENT NO. 10 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) (Amendment No. 10)1 Innovative Food Holdings, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 45772H202 (CUSIP Number) JAME

IVFH / Innovative Food Holdings Inc / JCP Investment Management, LLC - EX 99.1 - SECURITIES PURCHASE AGREEMENT Activist Investment

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D. C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or15(d) of the Securities and Exchange Act of 1934 For the quarterly period ended June 30, 2021 ☐ Transition report pursuant t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D. C. 20549 FORM 10-Q ? Quarterly report pursuant to Section 13 or15(d) of the Securities and Exchange Act of 1934 For the quarterly period ended June 30, 2021 ? Transition report pursuant to Section 13 or 15(d) of the Exchange Act For the transition period from to . Commission File Number: 0-9376 INNOVATIVE FOOD HOLDINGS, INC. (Exact Nam

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

NT 10-Q 1 innovfood20210816nt10q.htm FORM NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 0-9376 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D. C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or15(d) of the Securities and Exchange Act of 1934 For the quarterly period ended March 31, 2021 ☐ Transition report pursuant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D. C. 20549 FORM 10-Q ? Quarterly report pursuant to Section 13 or15(d) of the Securities and Exchange Act of 1934 For the quarterly period ended March 31, 2021 ? Transition report pursuant to Section 13 or 15(d) of the Exchange Act For the transition period from to . Commission File Number: 0-9376 INNOVATIVE FOOD HOLDINGS, INC. (Exact Na

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 0-9376 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: March 31, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q For the Transition Period Ended: Read Instruction (on back page) Before Preparing Form.

Subsidiaries of the Company

EXHIBIT 21 SCHEDULE OF SUBSIDIARIES Food Innovations, Inc. Florida Corporation Food New Media Group, Inc. Florida Corporation 4 The Gourmet, Inc. (d/b/a/ For The Gourmet, Inc.) Florida Corporation Gourmet Foodservice Group, Inc. Florida Corporation Artisan Specialty Foods, Inc. Delaware Corporation The Haley Group, Inc. Florida Corporation Gourmet Foodservice Warehouse, Inc. Florida Corporation Or

Annual Report - FORM 10-K

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, 2020 OR ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 COMMISSION FILE NUMBER: 0-9376 INNOVATIVE FOOD HOLDINGS, INC. (Exact Name of Registrant as Sp

- FORM NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 0-9376 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: December 31, 2020 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q For the Transition Period Ended: Read Instruction (on back page) Before Preparing Form.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 0)*

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 0)* Innovative Food Holdings, Inc (Name of Issuer) Common Stock (Title of Class of Securities) 45772H202 (CUSIP Number) 12/31/2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K

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): December 29, 2020 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 9)*

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 9)* INNOVATIVE FOOD HOLDINGS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 45772H202 (CUSIP Number) DENVER J. SMITH 350 S Race Street DENVER, CO 80209 (405) 830 - 3274 (Name, Address and Telephone Number of Person Authorized to Receive

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 and Exchange Act of 1934 For the quarterly period ended September 30, 2020 ☐ Transition report purs

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 and Exchange Act of 1934 For the quarterly period ended September 30, 2020 ? Transition report pursuant to Section 13 or 15(d) of the Exchange Act For the transition period from to . Commission File Number: 0-9376 INNOVATIVE FOOD HOLDINGS, INC. (Exa

Submission of Matters to a Vote of Security Holders - FORM 8-K

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): August 18, 2020 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer

Quarterly Report - FORM 10-Q

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 and Exchange Act of 1934 For the quarterly period ended June 30, 2020 ☐ Transition report pursuant to Section 13 or 15(d) of the Exchange Act For the transition period from to . Commission File Number: 0-9376 INNOVATIVE FOOD HOLDINGS, INC. (Exact Na

- FORM NT 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 0-9376 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2020 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: Read Instruction (on back page) Before Preparing Form.

- FORM DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)

- FORM PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)

Quarterly Report - FORM 10-Q

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 and Exchange Act of 1934 For the quarterly period ended March 31, 2020 ☐ Transition report pursuant to Section 13 or 15(d) of the Exchange Act For the transition period from to . Commission File Number: 0-9376 INNOVATIVE FOOD HOLDINGS, INC. (Exact N

- FORM NT 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 0-9376 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2020 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: Read Instruction (on back page) Before Preparing Form.

Annual Report - FORM 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2019 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 COMMISSION FILE NUMBER: 0-9376 INNOVATIVE FOOD HOLDINGS, INC. (Exact Name

Other Events

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 15, 2020 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer of

Annual Report - FORM 10-K

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, 2019 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 COMMISSION FILE NUMBER: 0-9376 INNOVATIVE FOOD HOLDINGS, INC. (Exact Name of Registrant as Sp

Subsidiaries of the Company

EXHIBIT 21 SCHEDULE OF SUBSIDIARIES Food Innovations, Inc. Florida Corporation Food New Media Group, Inc. Florida Corporation 4 The Gourmet, Inc. (d/b/a/ For The Gourmet, Inc.) Florida Corporation Gourmet Foodservice Group, Inc. Florida Corporation Artisan Specialty Foods, Inc. Delaware Corporation The Haley Group, Inc. Florida Corporation Gourmet Foodservice Warehouse, Inc. Florida Corporation Or

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 innovfood202004218k.htm FORM 8-K 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 20, 2020 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other j

Promissory Note by Registrant in favor of Fifth Third Bank, National Association, dated April 20, 2020

Exhibit 10.1 U.S. Small Business Administration NOTE SBA Loan # PPP 89495471-04 SBA Loan Name Innovative Food Holdings, Inc. Date April 20, 2020 Loan Amount $1,650,221.00 Interest Rate 1.00%; Fixed Rate Borrower Innovative Food Holdings, Inc. a Florida corporation Operating Company N/A Lender Fifth Third Bank, National Association, a federally chartered institution 1. PROMISE TO PAY: In return for

Other Events

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): March 30, 2020 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer o

IVFH / Innovative Food Holdings, Inc. / Smith Denver Johnson - AMENDMENT NO. 8 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 8)* INNOVATIVE FOOD HOLDINGS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 45772H202 (CUSIP Number) DENVER J. SMITH 350 S Race Street DENVER, CO 80209 (405) 830 - 3274 (Name, Address and Telephone Number of Person Authorized to Receive

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): January 30, 2020 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer

Agreement dated as of January 28, 2020 by and between the Company, James C. Pappas and the affiliated JCP entities set forth in the signature page thereto

Exhibit 10.1 EXECUTION VERSION AGREEMENT This Agreement (this “Agreement”) is made and entered into as of January 28, 2020 by and between Innovative Food Holdings, Inc., a Florida corporation (the “Company”), and the entities and natural person set forth in the signature page hereto (collectively, “JCP”) (each of the Company and JCP, a “Party” to this Agreement, and collectively, the “Parties”). R

JOINT FILING AGREEMENT

Exhibit 99.2 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of common stock, $0.0001 par value, of Innovative Food Holdings, Inc., a Florida corporation

Financial Statements and Exhibits

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): January 28, 2020 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer

IVFH / Innovative Food Holdings, Inc. / JCP Investment Management, LLC - AMENDMENT NO. 9 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 9)1 Innovative Food Holdings, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 45772H202 (CUSIP Number) James

[The remainder of this page intentionally left blank]

Exhibit 99.1 AGREEMENT This Agreement (this “Agreement”) is made and entered into as of January 28, 2020 by and between Innovative Food Holdings, Inc., a Florida corporation (the “Company”), and the entities and natural person set forth in the signature page hereto (collectively, “JCP”) (each of the Company and JCP, a “Party” to this Agreement, and collectively, the “Parties”). RECITALS WHEREAS, t

IVFH / Innovative Food Holdings, Inc. / Smith Denver Johnson - AMENDMENT NO. 7 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 7)* INNOVATIVE FOOD HOLDINGS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 45772H202 (CUSIP Number) DENVER J. SMITH 350 S Race Street DENVER, CO 80209 (405) 830 - 3274 (Name, Address and Telephone Number of Person Authorized to Receive

IVFH / Innovative Food Holdings, Inc. / Yorkmont Capital Partners, LP - PRIMARY DOCUMENT Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 5)* Under the Securities Exchange Act of 1934 INNOVATIVE FOOD HOLDINGS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 45772H202 (CUSIP Number) 12/20/19 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is fil

IVFH / Innovative Food Holdings, Inc. 10-Q - Quarterly Report - FORM 10-Q

10-Q 1 innovfood2019093010q.htm FORM 10-Q 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 and Exchange Act of 1934 For the quarterly period ended September 30, 2019 ☐ Transition report pursuant to Section 13 or 15(d) of the Exchange Act For the transition period from to . Commission File Number:

Mortgage, Assignment of Leases, Fixture Filing and Security Agreement date as of November 9, 2019 between Fifth Third Bank, National Association, and Innovative Food Properties, LLC, a wholly-owned subsidiary of the Registrant (incorporated by reference to the Company’s Form 10-Q filed with the Securities and Exchange Commission on November 14, 2019).

Exhibit 10.4 Mortgage in Favor of Fifth Third Bank Recording Area This Instrument Prepared by and after Recording Return to: David N. Morrison, Esq. Quarles & Brady LLP 1395 Panther Lane Suite 300 Naples, Florida 34109 MORTGAGE, ASSIGNMENT OF LEASES, FIXTURE FILING AND SECURITY AGREEMENT (THIS MORTGAGE SECURES FUTURE ADVANCES) THIS MORTGAGE, ASSIGNMENT OF LEASES, FIXTURE FILING AND SECURITY AGREEM

Promissory Note effective November 9, 2019 between Fifth Third Bank, National Association, and Innovative Food Properties, LLC, a wholly-owned subsidiary of the Registrant (incorporated by reference to the Company’s Form 10-Q filed with the Securities and Exchange Commission on November 14, 2019).

Exhibit 10.3 PROMISSORY NOTE NOTE 7 THIS NOTE IS NOT SECURED BY FLORIDA REAL ESTATE AND PURSUANT TO §201.08 (1)(a), FLORIDA STATUTES (2019) DOCUMENTARY STAMP TAX LIABILITY IS LIMITED TO $2,450.00, WHICH HAS BEEN PAID UPON THIS NOTE. $5,500,000.00 Payable at Naples, Florida Effective November , 2019 FOR VALUE RECEIVED, the undersigned, INNOVATIVE FOOD PROPERTIES, LLC, a Delaware limited liability c

Eighth Amendment to Restated Loan Agreement dated as of November 9, 2019 between Fifth Third Bank, National Association, and the Registrant and certain of its subsidiaries (incorporated by reference to the Company’s Form 10-Q filed with the Securities and Exchange Commission on November 14, 2019).

Exhibit 10.2 EIGHTH AMENDMENT TO RESTATED LOAN AGREEMENT THIS EIGHTH AMENDMENT (“Amendment”) to Restated Loan Agreement dated November 26, 2013, as modified by joinder dated December 12, 2014, amended on May 29, 2015, August 7, 2015, August 5, 2016, August 1, 2017, February 28, 2018, August 1, 2018, and August 1, 2019 (“Agreement”) is made by and between FIFTH THIRD BANK, NATIONAL ASSOCIATION (for

IVFH / Innovative Food Holdings, Inc. / JCP Investment Management, LLC - AMENDMENT NO. 8 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 8)1 Innovative Food Holdings, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 45772H202 (CUSIP Number) James

IVFH / Innovative Food Holdings, Inc. / JCP Investment Management, LLC - AMENDMENT NO. 7 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 7)1 Innovative Food Holdings, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 45772H202 (CUSIP Number) JAMES

JCP INVESTMENT PARTNERSHIP, LP c/o JCP Investment Management, LLC 1177 West Loop South, Suite 1320 Houston, Texas 77027

Exhibit 99.2 JCP INVESTMENT PARTNERSHIP, LP c/o JCP Investment Management, LLC 1177 West Loop South, Suite 1320 Houston, Texas 77027 August , 2019 Re: Innovative Food Holdings, Inc. Dear Mr. : Thank you for agreeing to serve as a nominee for election to the Board of Directors of Innovative Food Holdings, Inc., a Florida corporation (the “Company”), in connection with the proxy solicitation that JC

POWER OF ATTORNEY

EX-99.3 4 ex993to13da608569036081519.htm POWERS OF ATTORNEY Exhibit 99.3 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints James C. Pappas the undersigned’s true and lawful attorney-in-fact to take any and all action in connection with (i) the undersigned’s beneficial ownership of, or participation in a group with respect to, securities of Innovativ

JOINT FILING AND SOLICITATION AGREEMENT

Exhibit 99.1 JOINT FILING AND SOLICITATION AGREEMENT WHEREAS, certain of the undersigned are shareholders, direct or beneficial, of Innovative Food Holdings, Inc., a Florida corporation (the “Company”); WHEREAS, JCP Investment Partnership, LP, JCP Investment Partners, LP, JCP Investment Holdings, LLC, JCP Investment Management, LLC and James C. Pappas (collectively, “JCP”), Loukas Kozonis and Mark

IVFH / Innovative Food Holdings, Inc. / JCP Investment Management, LLC - AMENDMENT NO. 6 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 6)1 Innovative Food Holdings, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 45772H202 (CUSIP Number) James

IVFH / Innovative Food Holdings, Inc. 10-Q - Quarterly Report - FORM 10-Q

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 and Exchange Act of 1934 For the quarterly period ended June 30, 2019 ☐ Transition report pursuant to Section 13 or 15(d) of the Exchange Act For the transition period from to . Commission File Number: 0-9376 INNOVATIVE FOOD HOLDINGS, INC. (Exact Na

Agreement for Purchase and Sale of Real Estate dated as of August 9, 2019 (incorporated by reference to the Company’s Form 10-Q filed with the Securities and Exchange Commission on August 14, 2019).

EXHIBIT 10.1 AGREEMENT FOR PURCHASE AND SALE OF REAL ESTATE THIS AGREEMENT FOR PURCHASE AND SALE OF REAL ESTATE (this “Agreement”) is entered into as of August , 2019 (the “Effective Date”), by and between EAST COAST LOGISTICS & DISTRIBUTION, INC., a Pennsylvania business corporation (“Seller”) and INNOVATIVE FOOD HOLDINGS, INC., a Florida corporation authorized to do business in the Commonwealth

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 innovfood201907298k.htm FORM 8-K 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): July 24, 2019 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other ju

IVFH / Innovative Food Holdings, Inc. / JCP Investment Management, LLC - AMENDMENT NO. 5 TO THE SCHEDULE 13D Activist Investment

SC 13D/A 1 sc13da50856903605222019.htm AMENDMENT NO. 5 TO THE SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 5)1 Innovative Food Holdings, Inc. (Name of Issuer) Common Stock, $0.0001 par va

IVFH / Innovative Food Holdings, Inc. 10-Q - Quarterly Report - FORM 10-Q

10-Q 1 innovfood2019033110q.htm FORM 10-Q 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 and Exchange Act of 1934 For the quarterly period ended March 31, 2019 ☐ Transition report pursuant to Section 13 or 15(d) of the Exchange Act For the transition period from to . Commission File Number: 0-93

IVFH / Innovative Food Holdings, Inc. NT 10-Q FORM NT 10-Q

NT 10-Q 1 innovfood20190515nt10q.htm FORM NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 0-9376 (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2019 ☐Transition Report on Form 10-K ☐Transition Report on Form 20-F ☐Transition

IVFH / Innovative Food Holdings, Inc. FORM 10-K (Annual Report)

10-K 1 innovfood2018123110k.htm FORM 10-K 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, 2018 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 COMMISSION FILE NUMBER: 0-9376 INNOVATIVE FOOD HOLD

Subsidiaries of the Company

EXHIBIT 21 SCHEDULE OF SUBSIDIARIES Food Innovations, Inc. Florida Corporation Food New Media Group, Inc. Florida Corporation 4 The Gourmet, Inc. (d/b/a/ For The Gourmet, Inc.) Florida Corporation Gourmet Foodservice Group, Inc. Florida Corporation Artisan Specialty Foods, Inc. Delaware Corporation The Haley Group, Inc. Florida Corporation Gourmet Foodservice Warehouse, Inc. Florida Corporation Or

IVFH / Innovative Food Holdings, Inc. FORM NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 0-9376 (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2018 ☐Transition Report on Form 10-K ☐Transition Report on Form 20-F ☐Transition Report on Form 11-K ☐Transition Report on Form

IVFH / Innovative Food Holdings, Inc. / JCP Investment Management, LLC - AMENDMENT NO. 4 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 4)1 Innovative Food Holdings, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 45772H202 (CUSIP Number) James

Financial Statements and Exhibits

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): January 28, 2019 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer

Employment Agreement with Justin Wiernasz dated as of January 28, 2019 (incorporated by reference to the Company’s Form 8-K filed with the Securities and Exchange Commission on February 1, 2019)

Exhibit 10.1 Employment Agreement This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of January 28, 2019, by and between Justin Wiernasz (“Employee”) and Innovative Food Holdings, Inc., a Florida corporation (the “Employer” or the “Company”) as of January 28, 2019. WHEREAS, the Employer recognizes that the Employee has had and is expected to continue to have a critical and essential r

Employment Agreement with Sam Klepfish dated as of January 28, 2019 (incorporated by reference to the Company’s Form 8-K filed with the Securities and Exchange Commission on February 1, 2019)

EX-10.2 3 ex133864.htm EXHIBIT 10.2 Exhibit 10.2 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of January 28, 2019, by and between Innovative Food Holdings, Inc., a Florida corporation (the “Company”), and Sam Klepfish (“Executive”). WHEREAS, the Company recognizes that the Executive has had and is expected to continue to have a critical and essential role in

Form of Director Agreement dated as of January 28, 2019 (incorporated by reference to the Company’s Form 8-K filed with the Securities and Exchange Commission on February 1, 2019)

Exhibit 10.3 DIRECTOR AGREEMENT This DIRECTOR AGREEMENT is dated as of January 28, 2019 (the “Agreement”) by and between Innovative Food Holdings, Inc., a Florida corporation (the “Company”), and the individual identified on the signature page hereto (the “Director”). WHEREAS, the Company previously appointed the Director and desires to enter into an agreement with the Director with respect to suc

IVFH / Innovative Food Holdings, Inc. / JCP Investment Management, LLC - AMENDMENT NO. 3 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 3)1 Innovative Food Holdings, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 45772H202 (CUSIP Number) JAMES

IVFH / Innovative Food Holdings, Inc. / Yorkmont Capital Partners, LP - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 4)* Under the Securities Exchange Act of 1934 INNOVATIVE FOOD HOLDINGS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 45772H202 (CUSIP Number) 12/31/18 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is fil

IVFH / Innovative Food Holdings, Inc. / Smith Denver Johnson - AMENDMENT NO. 6 Activist Investment

SC 13D/A 1 m18190sc13da6.htm AMENDMENT NO. 6 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 6)* INNOVATIVE FOOD HOLDINGS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 45772H202 (CUSIP Number) DENVER J. SMITH 52 CARLSON DRIVE MILFORD, CT 06460 (405) 830 - 3274 (Name, Address and Tel

IVFH / Innovative Food Holdings, Inc. / Smith Denver Johnson - AMENDMENT NO. 6 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 6)* INNOVATIVE FOOD HOLDINGS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 45772H202 (CUSIP Number) DENVER J. SMITH 52 CARLSON DRIVE MILFORD, CT 06460 (405) 830 - 3274 (Name, Address and Telephone Number of Person Authorized to Receive

IVFH / Innovative Food Holdings, Inc. / JCP Investment Management, LLC - AMENDMENT NO. 2 TO THE SCHEDULE 13D Activist Investment

SC 13D/A 1 sc13da20856903612262018.htm AMENDMENT NO. 2 TO THE SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 2)1 Innovative Food Holdings, Inc. (Name of Issuer) Common Stock, $0.0001 par va

JOINT FILING AGREEMENT

Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of common stock, $0.0001 par value, of Innovative Food Holdings, Inc., a Florida corporation

IVFH / Innovative Food Holdings, Inc. / JCP Investment Management, LLC - AMENDMENT NO. 1 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 1)1 Innovative Food Holdings, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 45772H202 (CUSIP Number) James

JOINT FILING AGREEMENT

Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of common stock, $0.0001 par value, of Innovative Food Holdings, Inc., a Florida corporation

IVFH / Innovative Food Holdings, Inc. / JCP Investment Management, LLC - SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. )1 Innovative Food Holdings, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 45772H202 (CUSIP Number) James

IVFH / Innovative Food Holdings, Inc. FORM 10-Q (Quarterly Report)

10-Q 1 innovfood2018093010q.htm FORM 10-Q 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 and Exchange Act of 1934 For the quarterly period ended September 30, 2018 ☐ Transition report pursuant to Section 13 or 15(d) of the Exchange Act For the transition period from to . Commission File Number:

Submission of Matters to a Vote of Security Holders

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): October 31, 2018 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commission (IRS Employer

IVFH / Innovative Food Holdings, Inc. FORM DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)

IVFH / Innovative Food Holdings, Inc. FORM PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)

IVFH / Innovative Food Holdings, Inc. FORM 10-Q (Quarterly Report)

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 and Exchange Act of 1934 For the quarterly period ended June 30, 2018 ☐ Transition report pursuant to Section 13 or 15(d) of the Exchange Act For the transition period from to . Commission File Number: 0-9376 INNOVATIVE FOOD HOLDINGS, INC. (Exact Na

IVFH / Innovative Food Holdings, Inc. / ALPHA CAPITAL ANSTALT - AMENDMENT NO. 3 TO SCHEDULE 13G Passive Investment

SC 13G/A 1 sc13g0718a3alphainnovative.htm AMENDMENT NO. 3 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 3) INNOVATIVE FOOD HOLDINGS, INC. (Name of Issuer) COMMON STOCK, $.0001 PAR VALUE (Title of Class of Securities) 45772H202 (CUSIP Number) July 13, 2018 (DATE OF EVENT WHICH REQUIRES FI

IVFH / Innovative Food Holdings, Inc. / Smith Denver Johnson - AMENDMENT NO. 5 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* INNOVATIVE FOOD HOLDINGS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 45772H202 (CUSIP Number) DENVER J. SMITH 52 CARLSON DRIVE MILFORD, CT 06460 (405) 830 - 3274 (Name, Address and Telephone Number of Person Authorized to Receive

IVFH / Innovative Food Holdings, Inc. 10-Q (Quarterly Report)

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 and Exchange Act of 1934 For the quarterly period ended March 31, 2018 ☐ Transition report pursuant to Section 13 or 15(d) of the Exchange Act For the transition period from to . Commission File Number: 0-9376 INNOVATIVE FOOD HOLDINGS, INC. (Exact N

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 24, 2018 Innovative Food Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 0-9376 20-1167761 (State or other jurisdiction (Commis

INNOVATIVE FOOD HOLDINGS, INC. UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Exhibit 99.2 INNOVATIVE FOOD HOLDINGS, INC. UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Effective January 24, 2018, Innovative Food Holdings, Inc.’s wholly-owned subsidiary, Innovative Gourmet, LLC (“Innovative Gourmet”), acquired substantially all of the assets and certain liabilities of iGourmet LLC and iGourmet NY LLC (“Sellers”), privately-held New York limited liability compa

iGourmet LLC Financial Statements December 31, 2017 and 2016

Exhibit 99.1 iGourmet LLC Financial Statements December 31, 2017 and 2016 CONTENTS PAGES Report of Independent Registered Public Accounting Firm 3 Financial Statements Balance Sheets 4 Statements of Operations 5 Statements of Cash Flows 6 Statements of Changes in Members’ Deficit 7 Notes to the Financial Statements 8 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors

Draw Promissory Note of the registrant and its subsidiaries in favor of Fifth Third Bank dated as of March 13, 2018 (incorporated by reference to the Company’s Form 10-K filed with the Securities and Exchange Commission on March 29, 2018).

Exhibit 10.30 DRAW PROMISSORY NOTE $500,000.00 Promissory Note Date: March 13, 2018 Date of Advance: (to be inserted by Lender) FOR VALUE RECEIVED, INNOVATIVE FOOD HOLDINGS, INC.; FOOD INNOVATIONS, INC.; GOURMET FOODSERVICE GROUP, INC.; 4 THE GOURMET, INC.; HALEY FOOD GROUP, INC.; GOURMET FOODSERVICE GROUP WAREHOUSE, INC., each a corporation organized under the laws of the State of Florida and hav

Subsidiaries of the Company

EX-21 6 ex21.htm EX-21 EXHIBIT 21 INNOVATIVE FOOD HOLDINGS, INC. SCHEDULE OF SUBSIDIARIES Food Innovations, Inc. Florida Corporation Food New Media Group, Inc. Florida Corporation 4 The Gourmet, Inc. (d/b/a/ For The Gourmet, Inc.) Florida Corporation Gourmet Foodservice Group, Inc. Florida Corporation Artisan Specialty Foods, Inc. Florida Corporation The Haley Group, Inc. Florida Corporation Gourm