Splash Beverage Group 8-K: Agreements, Equity Sales, Bylaw Changes
Ticker: SBEVW · Form: 8-K · Filed: Dec 10, 2025 · CIK: 1553788
| Field | Detail |
|---|---|
| Company | Splash Beverage Group, Inc. (SBEVW) |
| Form Type | 8-K |
| Filed Date | Dec 10, 2025 |
| Risk Level | medium |
| Pages | 2 |
| Reading Time | 3 min |
| Key Dollar Amounts | $0.001, $600,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, equity-sale, corporate-action
TL;DR
Splash Beverage Group filed an 8-K detailing material agreements, equity sales, and bylaw changes as of Dec 5, 2025.
AI Summary
Splash Beverage Group, Inc. filed an 8-K on December 10, 2025, reporting on events that occurred on December 5, 2025. The filing indicates the entry into and termination of material definitive agreements, unregistered sales of equity securities, and amendments to its articles of incorporation or bylaws. The company is incorporated in Nevada and its fiscal year ends on December 31.
Why It Matters
This filing signals significant corporate actions, including potential shifts in agreements and equity structure, which could impact the company's operational and financial trajectory.
Risk Assessment
Risk Level: medium — The filing mentions unregistered sales of equity securities and termination of material agreements, which can introduce uncertainty and potential dilution.
Key Players & Entities
- SPLASH BEVERAGE GROUP, INC. (company) — Registrant
- Nevada (jurisdiction) — State of incorporation
- December 5, 2025 (date) — Earliest event reported
- December 10, 2025 (date) — Filing date
FAQ
What were the material definitive agreements entered into and terminated by Splash Beverage Group?
The 8-K filing indicates the entry into and termination of material definitive agreements, but the specific details of these agreements are not provided in the excerpt.
What is the nature of the unregistered sales of equity securities mentioned in the filing?
The filing confirms unregistered sales of equity securities occurred, but the excerpt does not specify the amount, price, or terms of these sales.
What amendments were made to Splash Beverage Group's articles of incorporation or bylaws?
The filing states that amendments to the articles of incorporation or bylaws were made, but the specific changes are not detailed in the provided text.
When was the earliest event reported in this 8-K filing?
The earliest event reported in this 8-K filing was on December 5, 2025.
What is Splash Beverage Group's fiscal year end?
Splash Beverage Group's fiscal year ends on December 31.
Filing Stats: 711 words · 3 min read · ~2 pages · Grade level 10.5 · Accepted 2025-12-10 16:05:35
Key Financial Figures
- $0.001 — ection 12(b) of the Act: Common Stock, $0.001 par value SBEV NYSE American LLC
- $600,000 — certain options to purchase a total of $600,000 of shares of the Company's common stock
Filing Documents
- e7115_8-k.htm (8-K) — 27KB
- e7115_ex3-1.htm (EX-3.1) — 25KB
- 0001731122-25-001659.txt ( ) — 224KB
- sbev-20251205.xsd (EX-101.SCH) — 3KB
- sbev-20251205_lab.xml (EX-101.LAB) — 33KB
- sbev-20251205_pre.xml (EX-101.PRE) — 22KB
- e7115_8-k_htm.xml (XML) — 4KB
01 Entry into a Material
Item 1.01 Entry into a Material Definitive Agreement. On December 5, 2025, Splash Beverage Group, Inc. (the "Company") entered into agreements with holders of certain options to purchase a total of $600,000 of shares of the Company's common stock, pursuant to which the parties agreed to terminate such options and in exchange the Company agreed to issue to the holders thereof a total of 113,636 shares of common stock and 1,136 shares of a newly designated Series D Convertible Preferred Stock (the "Series D"). The material terms of the Series D are summarized under Item 5.03 of this Current Report on Form 8-K.
02 Termination of Material Definitive Agreement
Item 1.02 Termination of Material Definitive Agreement. To the extent required by Item 1.02 of Form 8-K, the information set forth in Item 1.01 is incorporated by reference into this Item 1.02.
02 Unregistered Sales of Equity Securities
Item 3.02 Unregistered Sales of Equity Securities. To the extent required by Item 3.02 of Form 8-K, the information contained in Item 1.01 is incorporated by reference into this Item 3.02. To the extent that such transactions were deemed to be unregistered, they were exempt from registration under Section 4(a)(2) of the Securities Act of 1933 and Rule 506(b) promulgated thereunder.
03 Amendments to Articles of Incorporation or Bylaws; Change
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On December 9, 2025, the Company filed with the Nevada Secretary of State a Certificate of Designations of 50,000 shares of Series D. Holders of Series D have the right to convert shares of Series D into shares of common stock in an amount equal to 100 shares of common stock for each share of Series D, subject to the rules of the NYSE American, LLC (including the shareholder approval requirements thereof) and beneficial ownership limitations as more particularly set forth therein. Holders of Series D are entitled to vote with the Company's common stock on an as-converted basis. The foregoing description of the Series D does not purport to be complete and is qualified in its entirety by the full text of the Series D Certificate of Designations, a copy of which is filed as Exhibit 3.1 of this Current Report on Form 8-K.
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit # Exhibit Description 3.1 Certificate of Designations of Series D Convertible Preferred Stock SIGNATURE 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. Date: December 10, 2025 SPLASH BEVERAGE GROUP, INC. By: /s/ William Meissner William Meissner, President