Business Code of Conduct and Ethics
At Golden Pet Brands™, how we work matters as much as the food we create, produce and bring to market. Our commitment to doing right by pets, their parents, and each other is reflected in the decisions we make every day: how we source ingredients, communicate, solve problems, and take accountability when outcomes fall short.
Our Code of Conduct is not theoretical; it is a practical guide for acting with sound judgment and consistency in real situations. When facing difficult choices, we prioritize transparency, fairness, and accountability in line with our Golden Pet Brands Values. These principles enable us to build trust, uphold our standards, and grow responsibly in service of our employees, investors, stakeholders, and the pets we serve.
I am proud to lead this Company and ask each of you to join me in upholding these commitments.
- Apu Mody | CEO
1. Purpose and Scope
This Business Code of Conduct and Ethics (this “Code”) sets forth the standards of ethical conduct and legal compliance expected of all directors, officers, employees, interns, contractors, (including freelancers and staffing agency workers) and other personnel (collectively, “Personnel”) acting on behalf of Golden Pet Brands and/or its parent company and/or subsidiaries (collectively, the “Company”). This Code is designed to support a culture of integrity, establish the importance of exercising sound, ethical judgment, and recognize the shared values we have with our customers, stockholders, team members, suppliers and other third parties with whom we do business. We expect all of our partners and vendors to adhere to this Code or its principles. Additionally, this Code helps to achieve our corporate mission statement of transforming the lives of pets and their owners by creating veterinarian-researched, holistic, and premium-quality nutrition products.
No code or policy can anticipate every situation that may arise. Accordingly, this Code is intended to serve as a source of guiding principles. This Code supplements, and is supplemented by, our additional policies and procedures, many of which can be found in the Company’s Employee Handbook, as well as other policies and procedures that may be adopted by the Company from time to time (together, “Company Policies”). Personnel should use good judgment and ask their manager, Legal or Compliance when in doubt.
This Code applies worldwide to all Company operations and to all Personnel, regardless of location.
2. Our Core Commitments
We recognize that pets are our family members. We are entrusted with their health and wellbeing, and we take that responsibility seriously in every decision we make.
Our business-related conduct both inside and outside the Company will be guided by the following values:
Act like owners. Be passionate and accountable in pursuit of our goals and values.
Customers, and pets first! Quality and integrity are in our DNA.
Move fast with discipline, Speed where it’s safe rigor where it matters.
Deal with issues directly. Problems don’t get buried.
Hold a strong ethical line. Do the right thing – even if it costs us in the short term.
Celebrate our people. Value our teams and acknowledge their skills and talent.
Build for the long term. Not just for the moment.
Share a clear story. Everyone knows where we are going and why.
We also must be good stewards of our planet.
In addition to the values that guide our conduct, Personnel must maintain:
Honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships in accordance with the law and the Company’s policy regarding conflicts of interest.
Full, fair, accurate, timely, and understandable disclosure in reports and documents that the Company files with, or submits to, the Securities and Exchange Commission (or current or potential shareholders) and in other public communications made by the Company.
Compliance with applicable governmental laws, rules and regulations and the Company’s policies.
Prompt internal reporting to an appropriate person or persons (or use of the Company’s anonymous, confidential reporting system) for violations of the Company’s Policies or law.
Adherence to this Code.
3. Compliance With Laws, Rules, and Regulations
A. Personnel must comply with all applicable laws and regulations, including (but not limited to) those relating to:
Pet food safety, quality, and regulatory compliance
Lawful product claims & sales practices
Anti-corruption and anti-bribery
Antitrust and competition
Securities laws and insider trading
Privacy and data protection
Employment and workplace safety
Trade controls, sanctions, and export laws
Environmental and human rights laws
B. Pet Food Safety, Quality, and Regulatory Compliance
Because the Company does (i) manufacture, package, or otherwise produce pet food and pet nutrition products itself and (ii) market, sell, distribute, or otherwise support pet food and pet nutrition products that are manufactured, packaged, or produced by third parties (including co-manufacturers, contract packers, and private-label partners), Personnel must comply with all laws, regulations, permits, and Company Policies applicable to product safety, quality, labeling, advertising, and distribution, including requirements administered by the U.S. Food and Drug Administration (“FDA”), the Federal Trade Commission (“FTC”), applicable state feed control officials, and other regulators in jurisdictions where the Company operates.
Personnel must follow applicable Company quality systems and food safety plans (including current good manufacturing practices, sanitation controls, allergen controls where applicable, traceability, and testing protocols); and must not bypass or falsify quality or safety checks, certificates of analysis, batch records, complaint records, or release documentation.
The Company is committed to fostering a strong food safety culture. Every employee, regardless of role, shares responsibility for product integrity and consumer protection. Food safety is never secondary to production targets, deadlines, cost consideration, or commercial objectives.
Where products are manufactured by third parties, Personnel must exercise appropriate oversight consistent with Company Policies (including qualification, audits where applicable, specifications, testing/release requirements, traceability, and record access) and must not rely solely on third-party representations without appropriate review and documentation.
Any actual or suspected product safety issue, contamination, mislabeling, adverse event, regulatory inquiry, or nonconformance—whether involving Company-manufactured products or third-party-manufactured products marketed or sold by the Company—must be escalated immediately to Quality/Regulatory Affairs or Legal and must be documented in accordance with Company procedures, which may be updated from time to time.
Personnel must follow the Company's formal adverse event, recall and market withdrawal procedures when product safety is at issue, and cooperate with any voluntary or mandatory recall initiated by the FDA or state regulators. Personnel in procurement and quality roles must validate ingredient certificates of analysis and flag any supplier-sourced ingredient that does not meet Company specifications before use in production.
C. Truthful, Substantiated, and Lawful Product Claims & Lawful Sales Practices
The Company is committed to truthful and transparent communications about its products. All product-related claims and statements—whether made on labels, packaging, inserts, websites, social media, retailer or marketplace listings, advertising, promotional materials, press releases, investor materials, or other communications—must not be misleading, and compliant with applicable law and Company Policies. This requirement applies to claims regarding, among other things, ingredients, sourcing, nutritional adequacy, safety, performance, pet health or functional benefits, comparative or “best” claims, veterinarian or expert endorsements, and environmental or sustainability attributes.
Any proposed new claim or material change to an existing claim must be reviewed and approved in accordance with Company Policies (including Legal/Compliance and, where applicable, Quality/Regulatory Affairs) before use. Sales practices must comply with all applicable laws and regulations, such as those for subscription, renewal and continuity.
D. No Personnel has authority to violate any law or direct others to do so on behalf of the Company.
If you are unsure whether a law applies or how to comply, seek guidance from the Legal Department before acting. You should also refer to the additional policies that the Company has in place.
4. Conflicts of Interest
A conflict of interest exists when personal interests interfere, or appear to interfere, with the Company’s interests. Personnel shall not engage in any activity, practice, or act that conflicts, or may reasonably be expected to conflict or result in the appearance of a conflict, with the interest of the Company. Personnel are expected to promptly disclose any actual, potential, or perceived conflicts.
Examples include:
Having a financial interest in, or providing services to, a competitor, supplier, or customer (outside of passive investments in widely held public companies)
Hiring, supervising, or influencing such decisions involving a family member or close personal relationship
Using Company opportunities, information, or assets for personal gain
Accepting improper gifts, entertainment, or other benefits from vendors or potential vendors
Creating personal social media content relating to competitors or other pet food brands, or accepting gifted products, sponsorships, or payments from such brands without disclosure and approval.
Disclosure and Approval
All conflicts must be disclosed promptly to the Compliance Officer, General Counsel, or Human Resources. Certain conflicts may be permitted only with written approval and appropriate safeguards. When in doubt, get approval from Human Resources, Compliance or Legal.
5. Corporate Opportunities
Personnel may not take for themselves (or direct to others) business opportunities discovered through the use of Company property, information, or position, unless the Company has been offered the opportunity and declined it in writing through an authorized process.
6. Gifts, Entertainment, and Business Courtesies
Gifts and entertainment must be reasonable, infrequent, and intended to build legitimate business relationships—not to influence decisions improperly.
Personnel must not:
Offer, give, solicit, or accept anything of value to obtain an improper advantage.
Provide or accept cash or cash equivalents (e.g., gift cards) except where expressly permitted by Company policy.
Provide or accept gifts or entertainment that are lavish, inappropriate, or could create an appearance of impropriety.
Additional restrictions apply when dealing with government officials (see Section 7). When in doubt, seek pre-approval from Compliance or Legal.
7. Anti-Bribery and Anti-Corruption; Dealings with Government Officials
The Company prohibits bribery and corruption in any form. Personnel must not directly or indirectly offer, promise, authorize, or provide anything of value to any person to influence an act or decision, secure an improper advantage, or obtain/retain business.
Government Officials
It is the Company’s policy to comply strictly with laws governing the offering of gratuities and other items of value to federal, state and local government employees. Special rules apply to interactions with government officials (including employees and agents of state-owned enterprises, public international organizations, political parties, and candidates). Personnel must obtain prior written approval from Legal/Compliance before providing any gift, hospitality, travel, charitable contribution, sponsorship, or anything of value to a government official, unless expressly permitted by written policy.
Third Parties
The Company may be liable for improper conduct by agents, consultants, distributors, and other third parties. Personnel must follow Company due diligence and contracting requirements and report red flags immediately.
8. Fair Dealing, Competition and Antitrust
Personnel must deal fairly with customers, suppliers, competitors, and colleagues. Do not take unfair advantage through manipulation, concealment, abuse of confidential information, misrepresentation, or other unfair practices.
Personnel must comply with antitrust and competition laws. Prohibited conduct includes agreements with competitors on prices, bids, terms, output, or market allocation, sharing competitively sensitive information with competitors without Legal approval, improper coordination through trade associations or informal communications.
Consult Legal before engaging in activities that could raise antitrust concerns.
A conflict of interest exists when personal interests interfere, or appear to interfere, with the Company’s interests. Personnel shall not engage in any activity, practice, or act that conflicts, or may reasonably be expected to conflict or result in the appearance of a conflict, with the interest of the Company. Personnel are expected to promptly disclose any actual, potential, or perceived conflicts.
Personnel must not:
9. Insider Trading and Securities Law Compliance
Buy or sell Company securities (or securities of other companies) while in possession of related material nonpublic information ("MNPI”).
Recommend or “tip” others to trade based on MNPI.
Disclose MNPI to anyone outside the Company (or internally except on a need-to-know basis). It is especially important for Personnel to avoid sharing MNPI with investors, potential investors, or other third parties without specific Company authorization.
Trading Windows and Preclearance
Personnel must comply with the Company‘s Insider Trading Policy, including but not limited to trading windows, blackout periods, and preclearance requirements.
The Company is committed to maintaining accurate and complete books and records and to providing full, fair, accurate, timely, and understandable disclosures in reports and documents filed with regulators and in other public communications. Personnel must record transactions accurately and in reasonable detail, never create false or misleading records or entries, follow Company accounting policies, internal controls, and approval processes, and cooperate with internal and external auditors and provide truthful information.
10. Accurate Books, Records, and Public Disclosures
No Personnel may improperly influence, coerce, manipulate, or mislead auditors or interfere with audits. If a team member becomes aware of any improper transaction or accounting practice, he or she must report the matter immediately to their supervisor.
11. Internal Controls and Financial Integrity
Personnel must comply with internal control procedures and promptly report control deficiencies, fraud or suspected fraud, misstatements or irregularities, and attempts to circumvent controls.
Managers are responsible for promoting a strong control environment and ensuring their teams understand and follow applicable procedures.
12. Confidential Information and Intellectual Property
Personnel must protect Company confidential information and intellectual property, including (but not limited to) trade secrets, source code, product plans, customer data, pricing, and business strategies. Confidential information must be used only for legitimate Company purposes, shared internally only on a need-to-know basis, and be protected through appropriate safeguards (e.g., secure storage, access controls).
Obligations regarding confidentiality continue after employment ends. Personnel should refer to their individual confidentiality, non-disclosure, or intellectual property assignment or other agreements for specific post-employment confidentiality terms. Personnel are reminded to return all Company property and data upon separation.
13. Data Privacy, Information Security & AI
Personnel must comply with Company privacy and security policies and applicable data protection laws when in use of the information technology system of the Company. Usage must be ethical, and honest with a view to preservation of and due respect for Company’s intellectual property, security systems, personal privacy, and freedom of others from intimidation, harassment, or unwanted attention. Personnel are expected to access only data needed for legitimate business purposes, protect personal data and confidential data from unauthorized access, use approved systems and follow security requirements (e.g., MFA, encryption where required), and report suspected security incidents, phishing, lost devices, or unauthorized access immediately.
Personnel must comply with the Company's Artificial Intelligence (AI) Policy, including but not limited to avoiding inputting Company confidential information, personal data, or MNPI into non-approved AI tools or external platforms. This policy also requires use of only Company-approved AI tools that comply with applicable privacy and data protection laws.
14. Use of Company Assets and Resources
Company assets (including funds, equipment, systems, software, and facilities) must be used responsibly and primarily for legitimate business purposes. Personnel must not misuse Company funds or submit inaccurate expense reports, use Company systems to access, store, or transmit illegal, offensive, or inappropriate content, or engage in unauthorized side business using Company resources.
15. Communications, Social Media, and External Statements
Only authorized spokespersons may speak on behalf of the Company to the media, investors, analysts, or the public. Personnel must refer external inquiries to the appropriate communications or investor relations contact, not disclose MNPI or confidential information on social media or in public forums, and be accurate and professional when discussing Company matters, even in personal communications. Personnel must not use Company or brand logos, trademarks, product images, or other assets in personal social media posts without written approval from Marketing and Legal.
16. Workplace Conduct: Respect, Inclusion, and Anti-Harassment
The Company is committed to a workplace free from discrimination, harassment, bullying, and retaliation. Personnel must treat others with dignity and respect, comply with equal employment opportunity and anti-harassment policies, and report concerns promptly.
17. Health, Safety, and Environment
A. Workplace Safety
The Company is committed to making the work environment safe, secure and healthy for its employees and others. The Company complies with all applicable laws and regulations relating to safety and health in the workplace. Personnel must comply with workplace health and safety requirements and take reasonable steps to prevent injuries and unsafe conditions. Report accidents, injuries, and unsafe conditions promptly.
B. Responsible Sourcing, Waste Minimization, and Environmental Permitting
The Company is committed to being a good steward of the planet and to operating responsibly across our supply chain. Personnel involved in sourcing, product development, packaging, operations, and logistics must support responsible sourcing of animal proteins and agricultural inputs by following Company Policies and applicable law, including (without limitation) supplier qualification and monitoring, traceability and documentation requirements, and avoidance of materials that are unlawfully sourced or associated with unacceptable environmental or animal welfare practices.
Personnel must also seek to minimize waste and environmental impacts through lawful and responsible practices, including (without limitation) reducing and properly managing manufacturing and packaging waste (including through reuse and recycling where feasible), improving packaging efficiency and reducing unnecessary packaging and packaging costs consistent with product safety and quality requirements, and supporting initiatives that reduce energy, water, and transportation impacts where practicable.
Where the Company (or any facility or third party acting on the Company’s behalf) is subject to environmental permits, licenses, registrations, reporting obligations, or similar requirements, Personnel must comply strictly with all permit conditions and environmental laws, must not operate outside permitted limits, and must promptly report any suspected spill, release, exceedance, or other potential environmental noncompliance to the Legal Department and the appropriate operational owner in accordance with Company Policies.
C. Environmental Compliance
Where applicable, Personnel must comply with environmental laws and Company environmental practices. All public sustainability or environmental social governance claims must be approved by Legal prior to publication to ensure they are substantiated and comply with applicable law, including FTC guidance on environmental marketing claims.
Please refer to the Company’s Employee Handbook and other Company Policies for further guidance on health and safety.
18. Human Rights and Responsible Business Practices
The Company supports respect for human rights and expects Personnel and relevant third parties to prohibit forced labor, child labor, and human trafficking, provide lawful wages and working hours, maintain safe working conditions, and respect freedom of association where legally permitted. The Company’s commitment to human rights is guided by national standards, including (without limitation) all applicable federal and state laws.
19. Political Activities and Contributions
Company Personnel must abide by all applicable laws and regulations governing political contributions in every jurisdiction where the Company does business. Personnel may participate in political activities in their personal capacity, but must not suggest the Company endorses a candidate or cause without prior written authorization of an officer of the Company, use Company funds, resources, or time for political activities (except as permitted by law and Company policy), and make political contributions on behalf of the Company without both (i) prior written approval from an officer of the Company and (ii) review and approval from the Company’s Legal team.
20. Charitable Contributions and Sponsorships
Charitable contributions and sponsorships are an important part of Golden Pet. They must be made in good faith for legitimate purposes and must be made only with the prior written authorization from an officer of the Company and otherwise comply with Company approval processes. Contributions must not be used to disguise bribery or improper influence.
21. Third-Party Relationships and Procurement Integrity
Personnel must select suppliers and partners based on merit, quality, service, and value, consistent with Company procurement policies. Personnel must avoid conflicts of interest in sourcing decisions, follow due diligence and contracting requirements, and ensure third parties comply with applicable laws and contractual obligations, including confidentiality and data protection.
Personnel are expected and encouraged to raise concerns promptly when they suspect misconduct, unethical behavior, financial misstatements or violations of this Code, Company Policy, or law. Reports may be made to a manager, Human Resources, Legal, or Compliance, and/or using the Company’s ethics hotline reporting channel, including anonymous reporting, where permitted by law.
Compliance Department
Email: Ethics.compliance@goldenpetbrands.com
Phone: 213-245-172
Ethics Hotline available 365/24/7:
22. Reporting Concerns, Speak-Up Culture
Hotline Phone Number:
1-833-498-6778 (toll free)
23. Non-Retaliation
The Company prohibits retaliation against anyone who, in good faith, reports a concern, asks a question, or participates in an investigation or audit. Retaliation itself is a serious violation of this Code and may result in disciplinary action, up to and including termination.
24. Investigations and Cooperation
The Company will review and investigate reports as appropriate. Personnel must cooperate fully and provide truthful information. Interfering with an investigation, destroying relevant records, or providing false information is prohibited.
25. Disciplinary Action
Violations of this Code, Company policies, or applicable laws may result in disciplinary action up to and including termination of employment or engagement, and may also result in civil or criminal liability.
26. Waivers; Special Provisions for Directors and Executive Officers
Any waiver of this Code for directors or executive officers may be made only by the the Board of Directors of Golden Pet Brands (the “Board”) or an authorized Board committee and must be disclosed as required by applicable law, stock exchange rules, and Company policy. Until the Board is organized, waiver authority shall be held by the CEO or the Legal Department or another delegated corporate officer.
27. Administration, Training, and Certification
The Company may require periodic training and written certifications of compliance with this Code. Managers are responsible for reinforcing compliance expectations and ensuring their teams complete required training.
28. Record Retention and Legal Holds
Personnel must comply with the Company’s record retention policies and any legal hold notices. Do not destroy, alter, or conceal records that may be relevant to litigation, audits, investigations, or regulatory inquiries. Personnel must comply with the Company's record destruction schedule and processes once applicable retention periods have lapsed, and seek Legal guidance before destroying any records that may be subject to a pending or anticipated legal hold.
29. Interim Governance; Approval and Delegation
The Board has the sole authority to approve any action under this Code. The Board may delegate such approval authority to a committee of the Board (including, without limitation, adoption of this Code, amendments, and any waiver for any director or executive officer). The Board may also delegate administrative authority for interpretation and day-to-day administration of this Code to the Legal Department, Compliance function, Human Resources, or another appropriate senior officer; provided that any such delegation shall be in writing and shall not limit the Company’s obligation to make any disclosures required by applicable law or stock exchange rules.
The Company reserves the right to amend or replace this Code.
30. Questions and Additional Policies
This Code is a foundational document and is supplemented by additional Company Policies (e.g., insider trading, conflicts, AI, anti-corruption, information security, expense, and HR policies). If there is a conflict between this Code and applicable law, the law controls. If there is a conflict between this Code and another Company Policy, follow the stricter standard and seek guidance. For questions contact: Legal@goldenpetbrands.com.
31. Acknowledgment
Personnel are expected to read, understand, and comply with this Code. The Company may require Personnel to sign an acknowledgment confirming they have received the Code and agree to comply with it.
Adopted by: CEO and General Counsel
Effective 5/18/2026.