FIZZ 8-K discloses stock buyback; press release attached

Rhea-AI Filing Summary

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.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): October 30, 2025

National Beverage Corp.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

1-14170	59-2605822
(Commission File Number)	(IRS Employer Identification No.)
8050 SW Tenth Street, Suite 4000
Fort Lauderdale, Florida	33324
(Address of Principal Executive Offices)	(Zip Code)

(954) 581-0922

(Registrant’s Telephone Number, Including Area Code)

(Former Name or Former Address, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each Class	Trading Symbol	Name of each exchange on which registered
Common Stock, par value $.01 per share	FIZZ	The NASDAQ Global Select Market

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 40.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events

On October 30, 2025, National Beverage Corp. (the “Company”) issued a press release announcing the commencement of a stock buyback and addressing market conditions. The information in Item 8.01 of this report, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.

Item 9.01 Financial Statements and Exhibits

(d)  Exhibit 99.1	Press release dated October 30, 2025 announcing the commencement of a stock buyback and addressing market conditions.
Exhibit 104	Cover Page Interactive Data File (formatted as Inline XBRL)

SIGNATURES

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 thereunto duly authorized.

National Beverage Corp.

(Registrant)

By:      /s/ George R. Bracken

George R. Bracken

Executive Vice President – Finance

(Principal Financial Officer)

Date: October 31, 2025

EXHIBIT INDEX

99.1 Press release dated October 30, 2025 announcing the commencement of a stock buyback and addressing market conditions

104 Cover Page Interactive Data File (formatted as Inline XBRL)

FAQ

What did National Beverage (FIZZ) announce in this 8-K?

The company announced the commencement of a stock buyback and addressed market conditions via a press release dated October 30, 2025.

Where can I find the details of FIZZ’s buyback announcement?

See Exhibit 99.1, the press release dated October 30, 2025, attached to the filing.

Under which item was the buyback disclosed?

It was disclosed under Item 8.01 (Other Events).

Is the information considered 'filed' for liability purposes?

No. The company states the Item 8.01 information, including Exhibit 99.1, is not deemed “filed” under Section 18 of the Exchange Act.

What is National Beverage’s trading symbol and exchange?

The common stock trades on the NASDAQ Global Select Market under the symbol FIZZ.

Who signed the report for National Beverage?

George R. Bracken, Executive Vice President – Finance (Principal Financial Officer).