ITEM 1.01. Entry into a Material Definitive Agreement On October 24, 2025, Healthy Choice Wellness Corp. (the “ Company”) entered into an agreement (an “ Exchange Agreement”) with certain holders (the “ Holders”) of the Company’s indebtedness (the “ Notes”) to exchange an aggregate amount of $2,000,000 of principal of the Notes (the “ Principal”) for shares of the Company’s Class A common stock (the “ Exchange”). The Exchange will occur on a date mutually agreed by the Company and the Holders. The Principal will be exchanged at a price equal to the closing bid price of the Company’s Class A common stock on the trading day prior to the closing. The Notes were issued pursuant to that Loan and Security Agreement (the “ Credit Agreement”), dated as of July 18, 2024, among the Company and the Holders. The foregoing description of the Exchange Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the agreement. A form of Exchange Agreement is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.