Toughbuilt Industries, Inc

Overview

• IndustryCutlery, Handtools & General Hardware²
• HeadquartersGlendale, United States²
• Incorporated inNV³
• Business address8669 Research Drive, Irvine, Ca 92618³
• Filer categoryNon-accelerated filer, Smaller reporting company, Emerging growth company³
• Legal formCorporation²
• LEI549300O5ZW5B6LIVGY48²
• StatusActive²
• LEI statusLapsed (not renewed)²
• Registered addressC/O EastBiz.com, Inc., 89108 Las Vegas, United States²
• Registered withBusiness Center (Secretary of State), E0199732012-3²

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Corporate structure

Toughbuilt Industries, Inc sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Toughbuilt Industries, Inc reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

Inventory

Properties, in its own words

We lease approximately 15,500 square feet of office space at 8669 Research Drive, Irvine, California 92618 as our principal executive office. This lease commenced on December 1, 2019 and matures on March 31, 2025, with no rent due from December 1, 2019 to April 1, 2020. From April 1, 2020, through March 31, 2025, base rent is due on the first of each month for $25,200. We paid an initial amount of $68,128, comprising the rent for April 2020, a security deposit, and the amount due for property taxes, insurance, and association fees. The base rent shall be adjusted on the following dates as follows:

From: 12/1/2022-11/30/2023 · 28,347

Item 2 of the 10-K filed Dec 23, 2024.¹²

Leadership

Who has led Toughbuilt Industries, Inc, and when. Pick a name to see everywhere that person has worked.

• Chief executive officerMichael Panosian Feb 13, 2019 to Jan 3, 2023¹³
• ChairMichael Panosian Dec 16, 2021 to Jan 3, 2023¹⁴
• PresidentMichael Panosian Dec 16, 2021 to Jan 3, 2023¹⁴
• Chief financial officerMartin Galstyan Oct 28, 2020 to Jan 3, 2023¹⁵
• Chief financial officerManu Ohri Feb 13, 2019 to Feb 13, 2019¹⁶
• Chief operating officerZareh Khachatoorian Oct 30, 2020 to Jan 3, 2023¹⁷

Named in SEC Form D filings

People the company listed in its private-offering notices.

• DirectorFaught Robert named Aug 2, 2022 to Jan 29, 2026²⁸

Timeline

1. Jan 29, 20268-K Unregistered sale of shares; Executive or director change²⁹
2. Dec 11, 20258-K Unregistered sale of shares; Executive or director change³⁰
3. Apr 29, 20258-K Unregistered sale of shares; Change in control; Executive or director change³¹
4. Feb 13, 20258-K Executive or director change³²
5. Sep 13, 20248-K Change to shareholders' rights; Bylaws or fiscal year changed³³
6. Aug 8, 20248-K Listing notice or transfer³⁴
7. Jul 26, 20248-K Executive or director change³⁵
8. Jul 17, 20248-K Executive or director change³⁶
9. Jul 3, 20248-K Listing notice or transfer; Other events³⁷
10. Jun 7, 20248-K Entered a material agreement; New debt or obligation³⁸
11. Jun 6, 20248-K Entered a material agreement; New debt or obligation³⁹
12. May 24, 20248-K Listing notice or transfer; Regulation FD disclosure⁴⁰
13. Feb 13, 2019New chief executive Michael Panosian becomes CEO¹³
14. Apr 9, 2012Founded Toughbuilt Industries, Inc is founded²

Calendar

When it reported results

1. Nov 21, 2023Reported quarterly or annual results⁴¹
2. Nov 15, 2023Reported quarterly or annual results⁴²
3. Jul 11, 2023Reported quarterly or annual results⁴³
4. Mar 16, 2023Reported quarterly or annual results⁴⁴
5. Nov 14, 2022Reported quarterly or annual results⁴⁵
6. Oct 11, 2022Reported quarterly or annual results⁴⁶
7. Aug 19, 2022Reported quarterly or annual results⁴⁷
8. Jul 13, 2022Reported quarterly or annual results⁴⁸

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

151 filings to the SEC since October 2021: 3 annual reports, 7 quarterly reports, 48 major events, 11 insider forms, 11 large holders, 5 private raises, 66 other. The latest 20:

1. Jul 20, 2026REVOKED EDGAR
2. Jan 29, 2026D EDGAR
3. Jan 29, 20268-K CURRENT REPORT EDGAR
4. Dec 11, 20258-K CURRENT REPORT EDGAR
5. May 7, 2025D EDGAR
6. Apr 29, 20258-K CURRENT REPORT EDGAR
7. Feb 13, 2025SCHEDULE 13G/A EDGAR
8. Feb 13, 20258-K CURRENT REPORT EDGAR
9. Dec 23, 202410-K ANNUAL REPORT EDGAR
10. Nov 14, 2024SC 13G/A EDGAR
11. Sep 13, 20248-K CURRENT REPORT EDGAR
12. Aug 8, 20248-K CURRENT REPORT EDGAR
13. Aug 6, 2024SC 13G SCHEDULE 13G EDGAR
14. Aug 6, 20244 EDGAR
15. Aug 6, 20243 EDGAR
16. Jul 31, 20243 EDGAR
17. Jul 26, 20248-K CURRENT REPORT EDGAR
18. Jul 17, 20248-K CURRENT REPORT EDGAR
19. Jul 3, 20248-K CURRENT REPORT EDGAR
20. Jun 7, 20248-K CURRENT REPORT EDGAR

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

5 open-market trades by officers, directors and large owners since October 2021: 4 buys and 1 sales. Grants, option exercises and gifts are left out.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

• Ayrton Capital LLCSCHEDULE 13G/A, 2 filings Feb 14, 2024 to Feb 13, 2025⁴⁹
• Lind Global Fund II LPSC 13G/A, 4 filings Jun 30, 2023 to Nov 14, 2024⁵⁰
• Rochel SofferSC 13G, 1 filing Aug 6, 2024⁵¹
• SABBY MANAGEMENT, LLCSC 13G/A, 2 filings Jan 4, 2023 to Jan 2, 2024⁵²
• INTRACOASTAL CAPITAL, LLCSC 13G/A, 2 filings Jun 27, 2022 to Feb 8, 2023⁵³

Money raised

Private offerings the company reported to the SEC on Form D.

1. Jan 14, 2026Raised $1.4 million in a private offering of equity Form D: 5 investors so far Form D
2. Apr 22, 2025Raised $3.6 million in a private offering of equity Form D: 5 investors so far Form D
3. Nov 17, 2022Raised $7.5 million in a private offering of equity Form D: 4 investors so far Form D
4. Jul 27, 2022Raised $20 million in a private offering of equity Form D: 4 investors so far Form D
5. Feb 15, 2022Raised $5 million in a private offering of securities Form D: 5 investors so far Form D

SEC filer profile

How Toughbuilt Industries, Inc is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

• Name on EDGARToughbuilt Industries, Inc¹
• CIK0001668370
• Employer ID (EIN)46-0820877¹²
• Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; not a shell company¹²
• Incorporated inNevada¹²
• Fiscal year endsDecember 31¹
• Industry code (SIC)3420 Cutlery, Handtools & General Hardware¹
• SEC reviewing officeOffice of Manufacturing, Division of Corporation Finance¹
• Business address8669 Research Drive, Irvine, CA 92618¹
• Phone(949) 528-3100¹
• Shares outstanding1,443,125 shares as of Dec 20, 2024¹²
• Public float$7.7M as of Jun 30, 2023¹²
• AuditorMarcum llp, Costa Mesa, California PCAOB ID 688; no auditor attestation of internal control over financial reporting¹²
• On EDGAR sinceMar 31, 2016¹
• Filings341 in all: 8-K (87), CORRESP (34), S-1/A (18), 10-Q (16), UPLOAD (16), 3 (14), EFFECT (13), SC 13G (13)¹
  All 40 form types

  SC 13G/A (11), 424B4 (10), D (10), S-1 (10), 4 (9), NT 10-Q (9), 424B3 (8), DEF 14A (8), PRE 14A (8), 10-K (6), 424B5 (6), S-3 (4), 144 (3), 25-NSE (3), 8-K/A (3), DEFA14A (3), S-1MEF (3), NT 10-K (2), 8-A12B (1), 8-A12G (1), CERT (1), CT ORDER (1), D/A (1), DRS (1), DRS/A (1), DRSLTR (1), PRER14A (1), REVOKED (1), RW (1), S-3/A (1), S-8 (1), SCHEDULE 13G/A (1)

• Latest filingsAnnual report (10-K) Dec 23, 2024
  Quarterly report (10-Q) Nov 20, 2023
  Proxy statement (DEF 14A) Oct 30, 2023
  Latest 8-K (8-K) Jan 29, 2026

Securities registered for trading

From the cover page of the 10-K filed Dec 23, 2024 (Section 12(b) of the Exchange Act).¹²

Risk factors and legal proceedings

The risks Toughbuilt Industries, Inc names in Item 1A of its 10-K filed Dec 23, 2024: 39 risks under these headings, as written.¹²

• Risks Related to Our Company
• There is substantial doubt about our ability to continue as a going concern.
• We will require additional capital in order to achieve commercial success and, if necessary, to finance future losses from operations as we endeavor to build revenue, but we do not have any commitments to obtain such capital and we cannot assure you that we will be able to obtain adequate capital as and when required.
• We have limited management and staff and will be dependent upon partnering arrangements.
• The loss of any of our executive officers could adversely affect us.
• We may be unable to attract the necessary employees or be able to prevent our current employees from leaving us.
• If the hosts of third-party marketplaces limit our access to such marketplaces, our operations and financial results may be adversely affected.
• We are highly dependent upon manufacturers in China, India, and Philippines, and an interruption in such relationships or our ability to obtain products from them could adversely affect our business and results of operations.
• Disruptions in our supply chain and other factors affecting the distribution of our merchandise could adversely impact our business.
• We are highly dependent upon manufacturers in China, India, and Philippines, which exposes us to complex regulatory regimes and logistical challenges.
• Increasing commodity prices such as fuel, plastic, and metal could negatively impact our profit margins.
• Our results of operations could be negatively impacted by inflationary or deflationary economic conditions, which could affect our ability to obtain goods from our suppliers in a timely and cost-effective manner.

Legal proceedings

From time to time, we are involved in lawsuits, claims, investigations, and proceedings, including pending opposition proceedings involving patents that arise in the ordinary course of business. No matters are pending that we expect to have a material adverse impact on our business, results of operations, financial condition, or cash flows, except as set forth below.

An unfavorable outcome in any specific period could have a material adverse effect on our results of operations for that period or future periods. Other than as described below, we are not a party to any material pending or threatened legal proceedings.

On October 7, 2022, a shareholder derivative action was initiated by a stockholder (“Plaintiff”) against us, Michael Panosian, Joshua Keeler, Zareh Khachatoorian, Martin Galstyan, et al. (“Defendants”), in Nevada’s Eighth Judicial District Court, Case No. A-22-859580-B. The Plaintiff alleged breaches of fiduciary duties by the Defendants, accusing them of failing in their duties in relation to a registered direct offering of Series F and G preferred stock in February 2022, and a 1-for-150 reverse stock split in April 2022. The Plaintiff sought damages exceeding $10,000, attorney fees, an accounting of books and records, equity relief, and reimbursement of legal costs.

The opening of Item 3, Legal Proceedings.¹²