NATIONAL BEVERAGE CORP (FIZZ) SEC Filings

National Beverage Corp. (FIZZ) calls its 2026 annual shareholders meeting for October 2, 2026 at The Ritz-Carlton, Fort Lauderdale. Holders of common stock at the August 17, 2026 record date may vote.

Shareholders will vote on electing founder/CEO Nick A. Caporella as the sole Class III director for a new three-year term and on a non-binding advisory proposal to approve executive compensation. Caporella beneficially owns 73.2% of the company’s 93,615,302 outstanding shares, making FIZZ a NASDAQ “controlled company.” A long-standing management agreement with Corporate Management Advisors, Inc. (CMA), wholly owned by Caporella, pays CMA an annual fee equal to 1% of consolidated net sales, totaling $11.8 million in fiscal 2026 and reported as his compensation per SEC guidance. A 2023 clawback policy allows recovery of incentive pay after restatements. For fiscal 2026, net income was $183.6 million on net sales of $1.18 billion, the CEO pay ratio was 175:1, and no new equity awards were granted to executive officers.

National Beverage Corp director Glenn J. Waldman reported an open-market purchase of 250.0000 shares of Common Stock on 2026-07-20 at 31.7800 per share. Following this transaction, he directly owns 2000.0000 shares. The trade was not reported as executed under a Rule 10b5-1 trading plan.

National Beverage Corp. reported fiscal 2026 results and declared a special cash dividend. For the year ended May 2, 2026, net sales were $1,180,552,000 and net income was $183,647,000, with diluted earnings per share of $1.96.

The board declared a special cash dividend of $3.25 per share to shareholders of record on July 13, 2026, payable on or before July 30, 2026. This is the company’s thirteenth cash payment in 22 years, totaling $19.78 per share, or over $1.8 billion returned to shareholders over that period.

National Beverage Corp. reported Fiscal 2026 net sales of $1,180.6 million, slightly below $1,201.4 million in Fiscal 2025 as case volume fell 6.7% but average selling price per case rose 5.2%. Gross profit was $437.3 million and gross margin held steady at 37.0% despite higher packaging and ingredient costs.

Selling, general and administrative expenses were $207.2 million, essentially flat year over year, and other income, mainly interest, increased to $10.5 million. Net income was $183.6 million compared with $186.8 million, with diluted earnings per share of $1.96 versus $1.99. The effective tax rate was 23.7%.

Cash from operations was $181.3 million, funding $25.1 million of capital expenditures focused on capacity, sustainability and packaging. Cash and cash equivalents grew to $349.5 million, and the company had no borrowings under $150 million of revolving credit facilities. Working capital rose to $457.8 million and the current ratio improved to 4.4. The board had previously authorized repurchases of up to 3.2 million shares; 20,000 shares were bought in Fiscal 2026. National Beverage continues to emphasize its LaCroix and other Power+ Brands, a U.S.-focused distribution network, and hedging strategies to manage aluminum can costs.

National Beverage Corp. reported third-quarter results for the period ended January 31, 2026, showing slightly lower sales but higher profit. Net sales were $264,586 thousand compared with $267,050 thousand a year earlier, while net income increased to $41,208 thousand from $39,643 thousand.

Basic and diluted earnings per share rose to $0.44 from $0.42, indicating improved margins despite modestly softer quarterly volume. Trailing twelve‑month net sales were $1,197,061 thousand and net income was $188,093 thousand, or $2.01 per basic and diluted share, supported by innovation and new flavor launches.

National Beverage Corp. reported slightly lower sales but higher profits for the quarter and first nine months ended January 31, 2026. Quarterly net sales slipped 0.9% to $264.6 million, while net income rose to $41.2 million as gross margin improved to 37.6% on higher pricing per case.

For the first nine months, net sales edged down 0.5% to $883.4 million, but net income increased to $143.3 million with gross margin at 37.8%. Cash and cash equivalents climbed to $313.9 million, there were no borrowings under $150 million of credit facilities, and working capital expanded to $416.0 million. The company repurchased 20,000 shares for about $0.7 million and continues to operate without material changes in risk factors or market risks.

National Beverage Corp. filed a current report stating that on December 11, 2025 it issued a press release announcing its financial results for the periods ended November 1, 2025. The press release is furnished as Exhibit 99.1.

The company notes that this information, including Exhibit 99.1, is being furnished rather than filed under the Exchange Act, so it is not subject to Section 18 liability provisions and is not deemed incorporated by reference into other Securities Act or Exchange Act filings.

National Beverage Corp. (FIZZ) reported an Other Event. The company announced the commencement of a stock buyback in a press release dated October 30, 2025. The update was furnished under Item 8.01 and addresses current market conditions.

The press release is included as Exhibit 99.1, and the information in Item 8.01 (including the exhibit) is not deemed “filed” under Section 18 of the Exchange Act. National Beverage’s common stock trades on the NASDAQ Global Select Market under the symbol FIZZ.

National Beverage Corp. (FIZZ): Initial insider ownership disclosed. Glenn J. Waldman filed a Form 3 as a Director, reporting initial beneficial ownership of 1,750 shares of Common Stock, held directly (D). The Date of Event was 10/03/2025, and the filing indicates it was filed by one reporting person.

No derivative securities were listed in Table II. This is an administrative disclosure establishing the insider’s baseline holdings.