Item 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review.

On August 22, 2022, the Board of Directors of MusclePharm Corporation (the "Company"), in consultation with management, determined that the Company's previously issued financial statements, contained within its Annual Report on Form 10-K/A for the year ended December 31, 2021 and its Quarterly Report on Form 10-Q for the quarter ended March 31, 2022 should no longer be relied upon due to errors in such financial statements. Therefore, a restatement of these prior financial statements is required. Accordingly, the Company intends to restate the aforementioned financial statements by amending its Annual Report on Form 10-K/A for the year ended December 31, 2021, and its Quarterly Report on Form 10-Q for the quarter ended March 31, 2022, as soon as reasonably practicable, followed by filing its Quarterly Report for the quarter ended June 30, 2022.

The Company determined during the preparation of the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2022, that certain customer credit memos had not been timely approved or recorded. As a result of its analysis of these credit memos, the Company believes that revenue was overstated by $600 thousand to $1 million for the year ended December 31, 2021. The Company is in the process of determining the misstatement of revenue for the quarter ended March 31, 2022.

The Company's management discussed the matters disclosed in this Item 4.02 with Moss Adams LLP, the Company's independent registered public accounting firm.

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