[6-K] Innovation Beverage Group Limited Current Report (Foreign Issuer)

Rhea-AI Filing Summary

Sun Communities (NYSE: SUI) filed an 8-K announcing a leadership transition.

• Charles D. Young, former President of Invitation Homes, will become Chief Executive Officer and join the Board on 1 Oct 2025, enlarging the Board to ten members.
• Young’s 5-year employment agreement sets a $900k base salary and a target annual cash bonus equal to 200 % of salary (2025 bonus guaranteed at target, prorated).
• On the start date he will receive equity and cash inducements designed to replace forfeited Invitation Homes awards: $3.55 m performance-based RS, $1 m fully-vested stock, $4 m time-vested RS, a $750k cash bonus and $300k relocation benefits. A 2026 equity award worth $6 m is also committed.
• Severance for termination without cause or resignation for good reason equals 2× salary plus target bonus and accelerated vesting; change-in-control multiple is 2.99×.
• Gary A. Shiffman will retire as CEO when Young starts and remain Non-Executive Chairman through the 2026 AGM.

No disagreements or related-party transactions were reported. Exhibit 99.1 contains the related press release.

Insights

Corporate Governance Expert

TL;DR: Smooth CEO succession with strong retention incentives; governance risk limited by Shiffman remaining as Chair.

The Board executed an orderly succession, naming a seasoned public-company operator while preserving institutional knowledge via Shiffman’s transition to Non-Executive Chair. Equity-heavy inducements align Young with shareholders but carry dilution and optics concerns. Two-year non-compete and performance-based vesting mitigate downside. Overall governance impact is positive, with clear disclosure of severance and CIC terms.

Equity Research Analyst

TL;DR: Leadership change is strategically positive; cost of package modest versus SUI’s $18 bn market cap.

Young’s single-family rental pedigree (Invitation Homes) complements SUI’s manufactured-housing portfolio, potentially broadening operational best practices. The upfront ~$9.6 m inducement and rich bonus structure represent under 0.05 % of equity value, thus financially immaterial. Key watch-points are integration period and ability to sustain FFO growth. The guaranteed 2025 bonus slightly weakens pay-for-performance this year, but long-term alignment is preserved by performance RSUs.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Form 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

under the Securities Exchange Act of 1934

For the month of July 2025

Commission file number: 001-42278

INNOVATION BEVERAGE GROUP LTD

(Translation of registrant’s name into English)

29 Anvil Road

Seven Hills, New South Wales, Australia, 2147

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

On July 17, 2025, Astra Audit & Advisory LLC (“Astra”) resigned as the independent registered public accounting firm for Innovation Beverage Group Limited (the “Company”), effective immediately.

Astra was engaged on December 12, 2024, following approval by the Company’s Board of Directors and Audit Committee, to audit the Company’s consolidated financial statements for the fiscal years ended December 31, 2024 and 2023. Astra issued audit reports on those financial statements, which were included in the Company’s Annual Report on Form 20-F for the fiscal year ended December 31, 2024.

Astra’s resignation was not the result of any disagreement with the Company on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures. A copy of Astra’s resignation letter, dated July 17, 2025, is filed as Exhibit 99.1 to this Form 6-K and is incorporated herein by reference.

The Company is in the process of selecting a new independent registered public accounting firm and intends to work with Astra and the successor auditor to ensure an orderly transition.

EXHIBIT INDEX

Exhibit Number		Description of Document
99.1		Resignation letter of Astra Audit & Advisory LLC, dated July 17, 2025.

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.

	Innovation Beverage Group Limited
Date: July 23, 2025	By:	/s/ Sahil Beri
		Name:	Sahil Beri
		Title:	Chief Executive Officer