Mangoceuticals Partners with T7X to Become the First Nasdaq-Listed Company to Offer Tokenized Preferred Stock on the T7X Platform

Series D Preferred Stock to be offered at $10.00 per share through the issuance of tokens and issued natively on-chain, with T7X Equities serving as transfer agent; no common stock will be issued at closing

DALLAS, TX, Nov. 12, 2026 (GLOBE NEWSWIRE) -- Mangoceuticals, Inc. (NASDAQ: MGRX) (“Mangoceuticals” or the “Company”), a company focused on developing, marketing and selling health and wellness products through its telemedicine platforms under the MangoRx and PeachesRx brands, today announced a partnership with T7X, a compliance-first digital asset infrastructure company, to issue a new series of tokenized preferred stock natively on T7X’s blockchain infrastructure. Upon issuance, Mangoceuticals expects to become the first Nasdaq-listed company to issue a security on the T7X platform. In connection with the offering, the Company today filed an offering statement on Form 1-A with the SEC.

The Company intends to offer up to 1,000,000 shares of its Series D Cumulative Convertible Preferred Stock (the “Preferred Stock”) at $10.00 per share, for gross proceeds of up to $10 million, subject to SEC qualification of the Company’s offering statement. The offering will be a Tier 2 offering under Regulation A of the Securities Act of 1933, as amended. The Preferred Stock will carry cumulative dividends at an annual rate of 8% of the original $10.00 stated value, accruing on a simple, non-compounding basis and payable quarterly in cash when, as and if declared by the Company’s Board of Directors. T7X Equities, Inc., an SEC-registered transfer agent, will maintain the official securityholder records. The Company intends to use the net proceeds for general corporate purposes and working capital.

No shares of Mangoceuticals common stock will be issued at the closing of the offering. Beginning three years from the date of issuance, the Preferred Stock will be convertible into shares of the Company’s common stock at a fixed conversion price equal to 300% of the volume-weighted average closing price of the Company’s common stock on Nasdaq on for the ten trading days immediately preceding SEC qualification of the offering statement, but may not be less than the floor price described in the offering statement. The conversion terms are designed to defer any potential issuance of common stock and to tie it to a significantly higher share price, limiting near-term dilution to the Company’s common shareholders. In addition, the transfer restrictions built into the T7X platform are designed to restrict the use of the Preferred Stock for short selling or hedging against the Company’s common stock.

The Preferred Stock will be issued natively on-chain on the Trusted Smart Chain, the blockchain that underpins T7X’s tokenization infrastructure. Each token will represent a direct ownership interest in the Preferred Stock as recorded by T7X Equities in the master securityholder file, rather than a digital representation of shares held through a traditional intermediary. Compliance controls are built directly into the protocol layer of T7X’s blockchain, rather than managed through third-party middleware. These controls include identity verification (KYC), anti-money laundering (AML) screening and programmable transfer restrictions, so tokens can move only between wallets linked to verified investors. Because ownership records are maintained on-chain, transfers are designed to be recorded in the securityholder file at the time they occur, with compliance checks applied to each transfer.

“We believe tokenized securities represent the next evolution of the capital markets, and upon issuance we expect to be the first Nasdaq-listed company to bring a security to T7X’s platform,” said Jacob D. Cohen, Chief Executive Officer of Mangoceuticals. “This structure gives investors access to a dividend-paying security with the transparency and settlement efficiency of the blockchain, while allowing us to raise capital without issuing common stock today, and with conversion fixed at a substantial premium to our share price. It continues our focus on financing structures that limit dilution to our common shareholders as we pursue opportunities to create long-term shareholder value.”

“We are thrilled to have Mangoceuticals issuing its securities on our tokenized blockchain infrastructure,” said Pablo Penaloza, Chief Executive Officer of T7X. “Mangoceuticals is taking a meaningful step in bringing a public company onto native on-chain infrastructure. By embedding identity verification, anti-money laundering controls and transfer restrictions directly into the issuance, we believe this offering demonstrates how listed companies can access tokenized capital formation within existing securities laws.”

Today, the Company filed an offering statement on Form 1-A with the U.S. Securities and Exchange Commission (the “SEC”) relating to the Preferred Stock. The offering statement has not yet been qualified by the SEC, and the information it contains is subject to completion or amendment. The preliminary offering circular is available on the SEC’s website here, or by contacting the Company at 17130 N. Dallas Parkway, Suite 240, Dallas, Texas 75248, or by email at investors@mangorx.com.

No money or other consideration is being solicited, and if sent in response, will not be accepted. No offer to buy the securities can be accepted and no part of the purchase price can be received until the offering statement is qualified by the SEC. Any such offer may be withdrawn or revoked, without obligation or commitment of any kind, at any time before notice of its acceptance is given after the qualification date. An indication of interest involves no obligation or commitment of any kind.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Mangoceuticals, Inc.
MangoRx is focused on developing a variety of men’s health and wellness products and services via a secure telemedicine platform. The Company currently offers pharmaceutical-based products specifically related to the treatments of erectile dysfunction, hair growth, hormone replacement therapies, and weight management. Interested consumers can use MangoRx’s telemedicine platform for a smooth experience. Prescription requests will be reviewed by a licensed medical provider and, if approved, fulfilled and discreetly shipped through MangoRx’s partner compounding pharmacy and right to the patient’s doorstep. To learn more about MangoRx’s mission and other products, please visit www.MangoRx.com.

About T7X
T7X is a compliance-first digital asset infrastructure company focused on regulated tokenization and modern capital formation. T7X operates as a registered transfer agent through T7X Equities, issuing digital securities natively on-chain with compliance enforcement at the protocol level. For more information, visit www.t7x.io.

Cautionary Note Regarding Forward-Looking Statements
Certain statements made in this press release contain forward-looking information within the meaning of applicable securities laws, including within the meaning of the Private Securities Litigation Reform Act of 1995 (“forward-looking statements”). These forward-looking statements represent the Company’s current expectations or beliefs concerning future events and can generally be identified using statements that include words such as “estimate,” “expects,” “project,” “believe,” “anticipate,” “intend,” “plan,” “foresee,” “forecast,” “likely,” “will,” “target,” “up to” or similar words or phrases. These forward-looking statements include, but are not limited to, statements regarding the qualification of the Company’s offering statement on Form 1-A by the SEC; the expected terms, timing, size and completion of the Preferred Stock offering; the issuance of the Preferred Stock in tokenized form on T7X’s blockchain infrastructure; the expected functionality of T7X’s compliance, recordkeeping and transfer infrastructure, including its omnibus-wallet structure and transfer restrictions; any future transferability or trading of the Preferred Stock or corresponding token and the development of any trading market therefor; the declaration and payment of dividends on the Preferred Stock; the conversion of the Preferred Stock into common stock, the determination of the conversion price and any resulting dilution; the Company’s expectation that it will be the first Nasdaq-listed company to issue a security with a corresponding tokenized administrative record through T7X; the anticipated use of proceeds; and the anticipated benefits of tokenized administrative records to the Company and investors. The declaration and payment of dividends is at the discretion of the Board of Directors and subject to applicable law and the Company’s financial condition. Conversion of the Preferred Stock into common stock, if it occurs, would result in dilution to the Company’s common shareholders. Tokenized securities and blockchain-based records are subject to evolving regulation and to technological, cybersecurity and operational risks. The Preferred Stock will not be listed on any exchange or alternative trading system at issuance, the corresponding token is currently non-tradeable, investors cannot presently initiate token transfers, and tokens cannot be transferred outside the T7X omnibus wallet. There can be no assurance that the Preferred Stock or corresponding token will become eligible for trading or that an active trading market will develop. Although we believe that our plans, intentions and expectations reflected in or suggested by the forward-looking statements we make in this release are reasonable, we provide no assurance that these plans, intentions or expectations will be achieved. Consequently, you should not consider any such list to be a complete set of all potential risks and uncertainties.

More information on potential factors that could affect the Company’s financial results is included from time to time in the “Cautionary Note Regarding Forward-Looking Statements,” “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s filings with the SEC, including the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, subsequent Quarterly Reports on Form 10-Q and other subsequent reports. These filings are available at https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=MGRX and at our website at https://www.mangoceuticals.com/sec-filings. All subsequent written and oral forward-looking statements attributable to the Company or any person acting on behalf of the Company are expressly qualified in their entirety by the cautionary statements referenced above. Other unknown or unpredictable factors also could have material adverse effects on the Company’s future results. The forward-looking statements included in this press release are made only as of the date hereof. The Company cannot guarantee future results, levels of activity, performance or achievements. Accordingly, you should not place undue reliance on these forward-looking statements. Finally, the Company undertakes no obligation to update these statements after the date of this release, except as required by law, and takes no obligation to update or correct information prepared by third parties that are not paid for by the Company. If we update one or more forward-looking statements, no inference should be drawn that we will make additional updates with respect to those or other forward-looking statements.

Contacts
Investor Relations: investors@mangorx.com
T7X Media: Ivan Kan, CMO | ivan@t7x.io | www.t7x.io

Source: Mangoceuticals, Inc.