UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 1015, 2026

VPR BRANDS, LP

(Exact name of registrant as specified in its charter)

Delaware

000-54435

45-1740641

(State or other jurisdiction of

incorporation or organization)

(Commission File Number)

(IRS Employer

Identification No.)

1141 Sawgrass Corporate Parkway

Sunrise, FL 33323

(Address of principal executive offices)

(954) 715-7001

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
N/A		N/A		N/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 18.01. ~~Entry~~Other ~~into a Material Definitive Agreement~~Events.

OnAs ~~July~~previously 10reported, ~~2026~~on September 22, 2020, VPR Brands, LP (the “Company”) ~~entered~~acquired ~~into~~the a“Dissim” ~~Settlement~~business and ~~Patent~~its ~~License~~assets, ~~Agreement~~including certain identified intellectual property, from Brian Condron, Kegan McDaniel, C.S. Explorations, LLC (collectively with Mr. Condron and Mr. McDaniel, the “~~Settlement~~Dissim ~~Agreement~~Sellers”). ~~with~~In ~~R.J.~~connection therewith, the ~~Reynolds~~Company ~~Vapor~~agreed to pay the Dissim Sellers a royalty of 5% of the gross proceeds of the sale of lighters sold under the Dissim brand, an additional royalty on certain then-existing and in-process inventory, and related reporting obligations. On July 15, 2026, the Company agreed (to pay to each of the ~~“Licensee”)~~Dissim ~~relating~~Sellers $45,000, for an aggregate payment to the Dissim Sellers of $135,000, representing the final consideration payable in full satisfaction of the remaining royalty, such that ~~certain~~no ~~action~~royalty ~~captioned~~will Rbe due to the Dissim Sellers going forward.J The agreement and payments do not affect the Company’s prior acquisition of the Dissim business and assets, which continues to be effective. ~~Reynolds~~Accordingly, ~~Vapor~~the Company vcontinues to own the acquired Dissim intellectual property, including, but not limited to, (i) U.S. ~~VPR~~Provision ~~Brands~~Application No. 62/589,350, LPfiled November 21, ~~United~~2017; ~~States~~(ii) ~~District~~U.S. ~~Court~~Patent ~~for~~Application ~~the~~Series ~~District~~No. of16/196,510, ~~Delaware~~filed November 20, ~~Case~~2018, issued as U.S. Patent No. ~~1:26-cv-00459~~10,948,187 (~~the~~inverted ~~“Litigation”~~lighter); and (iii) U.S. Patent No. 11,913,644 (investing pocket lighters), a continuation of Serial No. 16/196,510.

The Company is the owner of all right, title and interest in and to U.S. Patent No. 8,205,622 B2 (the “Patent”). Pursuant to the terms of the Settlement Agreement, in exchange for the payment by the Licensee of $14,900,000 and the mutual releases set forth in the Settlement Agreement: (i) the Company and Licensee agreed to resolve the Litigation and all disputes between them related to the Patent on the terms set forth in the Settlement Agreement, without admission of liability, validity, enforceability or infringement by either party to the Settlement Agreement; and (ii) the Company granted to the Licensee and its affiliates a non-exclusive, worldwide, fully paid-up, perpetual, irrevocable license, with no right to sublicense, under the Patent, solely with respect to Licensed Products (as defined in the Settlement Agreement), to make, have made, import, export, use, sell, develop, offer to sell, advertise, update, support, maintain, obtain, exploit and otherwise distribute and dispose of Licensed Products, including in each case the right to have any of the foregoing done directly or indirectly for or on behalf of the Licensee or any of its affiliates by vendors, suppliers, manufacturers, developers, distributors, resellers, OEMs, dealers, contractors, subcontractors, consultants, partners, retailers, hosts, service providers, customers (direct and indirect) and users of Licensed Products.1

~~The Settlement Agreement contains customary representations, warranties and covenants for an agreement of this type.~~SIGNATURES

~~The~~Pursuant ~~above~~to ~~summary of~~ the ~~Settlement~~requirements ~~Agreement~~of ~~does not purport to be complete and is qualified in its entirety by reference to~~ the ~~provisions~~Securities Exchange Act of ~~Settlement Agreement~~1934, athe ~~copy~~registrant ofhas ~~which~~duly iscaused ~~filed~~this asreport ~~Exhibit 10.1~~ to ~~this~~be ~~Current~~signed ~~Report~~ on ~~Form~~its ~~8-K~~behalf ~~and~~by ~~incorporated~~the ~~herein~~undersigned byhereunto ~~reference~~duly authorized.

Item 9.01. Financial Statements and Exhibits.

Dated: July 20, 2026	VPR BRANDS, LP

	By:	/s/ Kevin Frija
		Kevin Frija
		Chief Executive Officer

~~(d) Exhibits~~2

Exhibit Number		Description
10.1		Settlement and Patent License Agreement, dated as of July 10, 2026, by and between the registrant and R.J. Reynolds Vapor Company.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: July 16, 2026	VPR BRANDS, LP
	By:	/s/ Kevin Frija
		Kevin Frija
		Chief Executive Officer

Filing Compare · VPR Brands, LP.