STOCK TITAN

Bravo Multinational: MWP holds 77.29% as converted

MWP may exercise its option to purchase additional preferred stock only in whole through September 18, 2027.

(Moderate)

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

Form Type
SCHEDULE 13D

Rhea-AI Filing Summary

Bravo Multinational Inc. (BRVO) issued MWP Entertainment Group, LLC 1,621,026 shares of Series A Preferred Stock under a September 18, 2026 share purchase agreement. Each preferred share is convertible into 100 common shares and carries voting rights equivalent to 100 common shares, so MWP’s preferred shares represent 162,102,600 common shares on conversion. Aggregate consideration was $3,161,000: perpetual content and software licenses valued at $2,500,000, a $400,000 cash investment payable by October 5, 2026, and forgiveness of $261,000 in loans previously made by MWP. If the cash payment is not timely made, 205,128 preferred shares are subject to forfeiture unless the board determines otherwise.

MWP’s ownership is 77.29% on an as-converted basis before exercise of its option; Michael Williams’ reported beneficial ownership is 78.24%, including 2,000,000 common shares held by the MDW & GRW Trust. Williams became Chairman of the Board effective September 18, 2026, and the board was reconstituted under the agreement. The reporting persons state that they control a majority of voting power and intend to vote at the upcoming annual meeting on director elections and the Stock Incentive Plan.

Filing Explained

MWP can exercise its $1.5 million option through September 18, 2027; the 33 million-share plan still requires shareholder approval.

The filing reports that MWP received an option on September 18, 2026 to buy additional Series A preferred stock for $1,500,000, exercisable only in full through September 18, 2027; this is purchase capacity, not a reported completed purchase. If exercised, the additional preferred stock would carry voting and conversion rights equivalent to 100 common shares per preferred share, and conversion-related share issuance would reduce existing holders’ percentage ownership absent offsetting changes.

The company adopted a rights plan with a 15% “Acquiring Person” threshold, but MWP and its affiliates are exempt; the plan expires on September 18, 2030.

The 2026 Stock Incentive Plan reserves up to 33,000,000 common shares for awards and is to be submitted for a shareholder vote at an annual meeting expected before the end of 2026. If shares are issued under awards, that issuance would increase the share count and reduce existing holders’ percentage ownership absent offsetting changes.

Series A Preferred Stock issued 1,621,026 shares Under the September 18, 2026 Share Purchase Agreement
Common shares issuable upon conversion 162,102,600 shares Conversion of MWP’s Series A Preferred Stock
Aggregate consideration $3,161,000 Share Purchase Agreement
Cash investment $400,000 Payable by October 5, 2026
Preferred shares subject to forfeiture 205,128 shares If the cash payment is not timely made, unless the board determines otherwise
MWP ownership before option exercise 77.29% Common Stock on an as-converted basis
Option aggregate purchase price $1,500,000 Additional Preferred Stock under the Option Agreement
Stock Incentive Plan reserve Up to 33,000,000 shares of Common Stock Awards to employees, officers, directors, and consultants
as-converted basis financial
"voting with the Common Stock on an as-converted basis"
As-converted basis means counting securities that can become common stock—like convertible bonds or preferred shares—as if they already were common shares when calculating totals such as shares outstanding, ownership percentages, or per-share metrics. Investors use it to see the potential dilution and the “what-if” size of the shareholder base; it’s like imagining all restaurant coupons have been redeemed so you know how crowded the table could become and how slices of the pie would shrink.
volume-weighted average price financial
"volume-weighted average price of the Common Stock for the 10-day period"
Volume-weighted average price (VWAP) is the average price of a stock over a specific time period where each trade is weighted by the number of shares traded, so larger trades influence the average more than small ones. Investors and traders use VWAP as a reference point to judge whether trades are happening at relatively good or poor prices—like checking the average price paid for an item at a market where bulk purchases count more than single-item buys.
Acquiring Person regulatory
"15% "Acquiring Person" threshold"
An acquiring person is an individual or entity that buys or otherwise gains a significant ownership stake in a publicly traded company, often enough to influence control, board composition, or corporate strategy. Think of it like a new homeowner who purchases enough rooms in a shared house to decide how the house is run; such a change can affect management decisions, dividend policies, and how the market values the company.
Exempt Persons regulatory
"MWP and its affiliates treated as "Exempt Persons""

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What is MWP’s BRVO option to purchase more preferred stock?

MWP may purchase additional Preferred Stock for an aggregate purchase price of $1,500,000 at the same per-share price as under the Share Purchase Agreement. The option is exercisable only in whole from September 18, 2026, through September 18, 2027, and MWP may assign it without the issuer’s consent.

What are the BRVO shareholder rights plan terms?

The Rights Plan sets a 15% Acquiring Person threshold, while MWP and its affiliates are treated as Exempt Persons. It provides one Right per Common Stock share and 100 Rights per Preferred Stock share; the record date is September 19, 2026, the exercise price is $0.0195, the plan expires September 18, 2030, and Rights are redeemable at $0.0001.

What does BRVO’s 2026 Stock Incentive Plan provide?

The board adopted the plan on September 24, 2026, reserving up to 33,000,000 shares of Common Stock for awards to employees, officers, directors, and consultants. The plan is expected to be submitted for a shareholder vote at an annual meeting before the end of 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates





10568F2083

(CUSIP Number)
Michael Williams
5450 West Sahara Avenue, Suite 300,,
Las Vegas, NV, 89146
212-728-8000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
09/18/2026

(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).




schemaVersion:


SCHEDULE 13D




Comment for Type of Reporting Person:
The securities reported in Rows (7), (9) and (11) consist of (i) 1,621,026 shares of Series A Preferred Stock held by MWP Entertainment Group, LLC ("MWP") and (ii) 2,000,000 shares of Common Stock held by the MDW & GRW 2000 Irrevocable Trust (the "MDW & GRW Trust"). Each share of Series A Preferred Stock is convertible into 100 shares of Common Stock and carries voting rights equivalent to 100 shares of Common Stock, voting with the Common Stock on an as-converted basis. MWP holds 1,621,026 shares of Series A Preferred Stock issued pursuant to the Share Purchase Agreement dated September 18, 2026. The DFTU Irrevocable Trust (the "DFTU Trust"), of which Mr. Williams and his wife, Tanuja Williams, are co-trustees, owns 80% of the outstanding ownership interests in MWP, with the remaining 20% owned by various passive investors; Mr. Williams is also CEO of MWP. Accordingly, Mr. Williams controls the voting rights attached to the shares of the Issuer owned by MWP. Mr. Williams disclaims beneficial ownership of the securities held by MWP and the DFTU Trust except to the extent of his pecuniary interest therein. The MDW & GRW Trust directly holds 2,000,000 shares of Common Stock. Mr. Williams is the sole trustee and, as such, has sole voting and dispositive power over those shares. Mr. Williams disclaims beneficial ownership of the securities held by the MDW & GRW Trust except to the extent of his pecuniary interest therein.


SCHEDULE 13D




Comment for Type of Reporting Person:
The securities reported in Rows (7), (9) and (11) consist of 1,621,026 shares of Series A Preferred Stock held by MWP Entertainment Group, LLC ("MWP"). Each share of Series A Preferred Stock is convertible into 100 shares of Common Stock and carries voting rights equivalent to 100 shares of Common Stock, voting with the Common Stock on an as-converted basis. MWP holds 1,621,026 shares of Series A Preferred Stock issued pursuant to the Share Purchase Agreement dated September 18, 2026. The DFTU Trust, of which Mr. Williams and his wife, Tanuja Williams, are co-trustees, owns 80% of the outstanding ownership interests in MWP, with the remaining 20% owned by various passive investors; Mr. Williams is also CEO of MWP. Accordingly, Mr. Williams controls the voting rights attached to the shares of the Issuer owned by MWP. Mr. Williams disclaims beneficial ownership of the securities held by MWP and the DFTU Trust except to the extent of his pecuniary interest therein.


SCHEDULE 13D


Michael Williams
Signature:/s/ Michael Williams
Name/Title:Individual
Date:10/06/2026
MWP Entertainment Group, LLC
Signature:/s/ Michael Williams
Name/Title:Chief Executive Officer
Date:10/06/2026

Keep reading