Item 8.01. Other Events. On April 6, 2023, Charlotte’s Web, Inc. (the “ Company”) announced the formation of DeFloria Inc., a Delaware company (“ DeFloria”) with AJNA BioSciences PBC (“ AJNA”), and a subsidiary of British American Tobacco PLC (LSE: BATS and NYSE: BTI) (“ BAT”). BAT holds a 100% equity interest in the preferred units of DeFloria and the Company and AJNA each hold approximately 50% of DeFloria’s voting common units. On July 15, 2025, the Companyentered into a promissory note (“ Note”), as lender, where the Company loaned $750,000 to DeFloria. The Note and accrued interest is due and payable by DeFloria upon the later of (a) December 31, 2026, or (b) the date the Company shall issue and sell units of a newly-authorized series of preferred units (or similar securities or instruments) in a bona fide financing transaction to one or more investors for aggregate cash proceeds to the Company or any other convertible debt of the Company of not less than Ten Million dollars ($10,000,000). Upon any event of default by DeFloria under the Note, which include DeFloria’s failure to pay amounts within 3 business days of when due and breaches of DeFloria’s obligations under its transaction documents with the Company, the Company will be entitled to exercise its rights under the Note.

Item 9.01. Financial Statements and Exhibits. (d) Exhibits: ┼ Certain Exhibit Description No. 99.1 Promissory Note, dated July 15, 2025 ┼ ──────────────────────────────────────────────────────────────────────────────────────────── 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. CHARLOTTE’ S WEB HOLDINGS, INC. Date: July 18, 2025 By: /s/ Stephen Rogers Stephen Rogers Senior Vice President - General Counsel and Corporate Secretary