Every 8-K that BROWNIE'S MARINE GRP INC (BWMG) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow BWMG and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full BWMG filings page.
Brownie’s Marine Group, Inc. (BWMG) disclosed that its unaudited consolidated financial statements for the three and six months ended June 30, 2026, in the Form 10‑Q filed August 4, 2026, should no longer be relied upon because of accounting and financial reporting errors.
The main error was use of financial information from an incorrect reporting year for the three months ended June 30, 2026. Corrections change operating results for that quarter from a loss of $151,080 to income of $22,716, and revise reported net income from $580,542 to $218,658, and include an out‑of‑period related‑party interest adjustment and an equity roll‑forward correction.
The company had previously identified material weaknesses in internal control over financial reporting, particularly in period‑end close and reconciliation, which contributed to the errors. Management and the board are implementing remediation measures, including enhanced reviews, stronger close and reconciliation procedures, added review checkpoints, technology‑assisted (AI‑enabled) analytical testing, and financial reporting personnel changes. An amended Form 10‑Q will be filed to restate the affected financial statements, and the company’s auditor, Bush & Associates, CPA, concurs with the conclusion on non‑reliance.
Brownie’s Marine Group, Inc. appointed Mikkel Pitzner, age 58, to its board of directors effective July 16, 2026. His compensation for board service will be $4,500 each quarter, paid in shares of the company’s common stock.
The company states there is no arrangement or understanding with any other person regarding his selection, no family relationship between Mr. Pitzner and existing directors or executive officers, and no transactions involving him that require disclosure under Item 404(a) of Regulation S-K.
Brownie’s Marine Group, Inc. entered into a material definitive agreement under which its wholly owned subsidiary, Live Blue, Inc., acquired substantially all assets and certain liabilities of Sunrise Paddleboards LLC, a paddleboarding and kayaking experiences business.
As consideration, the company issued 42,000,000 shares of common stock at $0.0044 per share to Sunrise Paddleboards’ sole member, based on the June 30, 2026 OTC Markets closing price. The stock issuance was made as an unregistered, private transaction under Section 4(a)(2) of the Securities Act as a non-public offering.
Brownie’s Marine Group, Inc. reported that on November 24, 2025 it issued shares of common stock to two insiders instead of paying them cash for accrued board compensation. The company issued 24,722,222 shares to chief executive officer and director Robert Carmichael in lieu of a cash payment of $133,500, and 23,400,000 shares to director Charles Hyatt in lieu of $117,000. The issuances were made as unregistered sales of equity securities, relying on the private-offering exemption under Section 4(a)(2) of the Securities Act of 1933. The related disclosure about Mr. Carmichael is also referenced in the section covering director and officer arrangements.
Brownie’s Marine Group, Inc. reported that it has extended the maturity dates on two existing promissory notes held by director Charles Hyatt. A note with a principal amount of $150,000 originally issued on November 7, 2023 now matures on May 7, 2026, instead of November 7, 2025. A second note with a principal amount of $280,000 originally issued on February 5, 2024 now matures on May 5, 2026, instead of November 5, 2025.
The company states that, aside from the revised maturity dates, all other terms and conditions of both notes remain in effect. The amendments are attached as exhibits to the report for reference.
Brownie’s Marine Group (BWMG) updated CEO compensation. The Board approved a revised pay package for Chief Executive Officer Robert Carmichael, effective November 1, 2025. His annual base salary will be $246,000, and he will be eligible for an annual bonus of $98,400, representing 40% of base salary, tied to revenue, profitability and compliance metrics.
Equity incentives will be granted under the Company’s 2021 Equity Compensation Plan, including performance-based restricted stock units with a target value of $150,000 and cashless stock options with a target value of $350,000, with terms to be set by the Board in accordance with the Plan.