ITEM 1.01. Entry into a Material Definitive Agreement On February 10, 2026, 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 (the “ Exchange”) the outstanding principal of the Notes for up to 4,000,000 shares of the Company’s Class A common stock at a price per share equal to the then-current market price of the Company’s Class A common stock on the date the Exchange is consummated. 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 lenders named therein. The foregoing description of the Exchange Agreements 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.