On October 27, 2026, 22nd Century Group, Inc. filed a Current Report on Form 8-K announcing an amendment to its sales agreement. The company entered into Amendment No. 2 to a Sales Agreement with Needham & Company LLC and Clear Street LLC. The amendment adds Clear Street LLC as a sales agent to the existing agreement.

The original Sales Agreement, dated November 4, 2025, was previously amended on March 31, 2026. The filing states that the description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, which is filed as Exhibit 10.1 to the report.

The registrant is 22nd Century Group, Inc., a company incorporated in Nevada with its principal executive office located at 321 Farmington Road, Mocksville, North Carolina 27028. The company’s common stock trades on the NASDAQ Capital Market under the symbol XXII.