Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
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INTEGRATED BIOPHARMA INC (Name of Issuer) |
Common Stock (Title of Class of Securities) |
45811V105 (CUSIP Number) |
Damon DeSantis 109 SE 5th Avenue, Second Floor Delray Beach, FL, 33483 561-278-1169 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
04/15/2026 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. | 45811V105 |
| 1 |
Name of reporting person
DeSantis Damon | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
 (a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
12,920,558.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
41.3 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
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| CUSIP No. | 45811V105 |
| 1 |
Name of reporting person
CDDS 2.0, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
FLORIDA
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
12,733,058.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
41.0 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13D
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| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Stock |
| (b) | Name of Issuer:
INTEGRATED BIOPHARMA INC |
| (c) | Address of Issuer's Principal Executive Offices:
225 LONG AVENUE, BUILDING 15, HILLSIDE,
NEW JERSEY
, 07205. |
| Item 2. | Identity and Background |
| (a) | (i) CDDS 2.0, LLC, a Florida limited liability company ('CDDS') (ii) Damon DeSantis, an individual ('DeSantis', and, together with CDDS, the 'Group') |
| (b) | (i) CDDS: 109 SE 5th Avenue Second Floor, Delray Beach, FL 33483 (ii) DeSantis: 109 SE 5th Avenue Second Floor, Delray Beach, FL 33483 |
| (c) | (i) CDDS: N/A (ii) DeSantis: Retired |
| (d) | N/A |
| (e) | N/A |
| (f) | (i) CDDS is a limited liability company organized under the laws of the State of Florida. (ii) DeSantis is a citizen of the United States. |
| Item 3. | Source and Amount of Funds or Other Consideration |
The shares of Common Stock reported herein were acquired in the following three-step sequence for no cash consideration: (a) On March 24, 2026, March 30, 2026 and April 15, 2026, 1,356,293, 150,000 and 8,966,547 shares of Common Stock, respectively were transferred from CD Financial, LLC, a Florida limited liability company, to CDDS; (b) On March 24, 2026 and April 15, 2026, 7,392 and 2,235,417 shares of Common Stock, respectively, were transferred from the Carl DeSantis Revocable Trust to CDDS; and (c) On March 30, 2026, 17,409 shares of Common Stock were transferred from the Estate of Carl DeSantis to CDDS. DeSantis controls CDDS as its sole member. No funds or other consideration was used by either member of the Group to acquire the shares of Common Stock subject hereof, and no funds or other consideration were borrowed or otherwise obtained for the purpose of acquiring, holding, trading or voting the shares of Common Stock subject hereof. | |
| Item 4. | Purpose of Transaction |
No member of the Group has a present intention or plans or proposals which relate to or could result in any of the matters referred to in paragraphs (a) through (j) of Item 4 of Schedule 13D. Notwithstanding anything to the contrary contained herein, each member of the Group reserves the right, depending on all relevant factors, to change their intentions with respect to any and all of the matters referred to above. | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | After giving effect to the transfers described in Item 3: (i) CDDS is the record and beneficial owner of 12,733,058 shares of Common Stock, representing approximately 41.0% of the outstanding shares of Common Stock (based on 31,059,610 shares of Common Stock outstanding as of April 15, 2026). (ii) DeSantis is the beneficial owner of an aggregate of 12,920,558 shares of Common Stock, representing approximately 41.3% of the outstanding shares of Common Stock (based on 31,059,610 shares of Common Stock outstanding as of April 15, 2026). DeSantis does not directly hold the shares of Common Stock described in the transfers set forth in Item 3. DeSantis directly holds 187,500 shares of Common Stock in the form of presently exercisable stock options. |
| (b) | (i) CDDS has sole voting power and sole dispositive power with respect to the 12,733,058 shares of Common Stock. (ii) Through control of CDDS, DeSantis has shared voting power and shared dispositive power with respect to the 12,733,058 shares of Common Stock described in Item 3. DeSantis has sole voting power and sole dispositive power with respect to the 187,500 shares of Common Stock beneficially owned by DeSantis. |
| (c) | Except for the transactions described in Item 3, neither member of the Group has effected any transaction in the shares of Common Stock subject hereof during the sixty (60) days prior to the date of this Statement. |
| (d) | Not applicable. |
| (e) | Not applicable. |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
Neither member of the Group has any contracts, arrangements, understandings or relationships (legal or otherwise) with any person with respect to any securities of the Issuer, including but not limited to any contracts, arrangements, understandings or relationships concerning the transfer of voting of securities, finder's fees, joint venture, loan or option arrangements, puts or calls, guarantees of profits, division of profits or losses or the giving or withholding of proxies, other than stock options issued by the Issuer to DeSantis. | |
| Item 7. | Material to be Filed as Exhibits. |
99.1 Joint Filing Agreement, as required by Rule 13d-1 (k) under the Securities Exchange Act of 1934, as amended. |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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