Every 8-K that SPLASH BEVERAGE GROUP WTS (SBEVW) 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 SBEVW 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 SBEVW filings page.
Splash Beverage Group, Inc. reported an unregistered sale of equity under an existing purchase agreement. On June 24, 2026, the company sold and issued 767,953 shares of common stock to C/M Capital Master Fund, LP for gross proceeds of $117,036 under a Securities Purchase Agreement dated September 19, 2025.
The company states that these sales rely on exemptions from registration under Section 4(a)(2) of the Securities Act of 1933 and Rule 506(b). The purchaser’s resales of these shares are covered by a registration statement on Form S-1 (File No. 333-296755), which became effective on June 22, 2026.
Splash Beverage Group, Inc. filed a current report describing a strategic move into cannabinoid healthcare. The company completed a CDN$300,000 strategic investment in Avicanna Inc. through a non-brokered private placement, acquiring 2,000,000 common shares and 1,000,000 warrants. This capital allocation supports Splash’s transformation toward a cannabinoid-focused health, wellness, and biopharmaceutical platform.
The release highlights Avicanna as a commercial-stage cannabinoid-based biopharmaceutical company with proprietary formulations, clinical-stage assets, the Trunerox™ epilepsy treatment, the MyMedi.ca medical cannabis care platform, Colombian pharmaceutical-grade manufacturing, and a debt-free balance sheet. Splash’s management views the investment as aligning with a future for cannabinoid medicine centered on clinical evidence, healthcare integration, and regulatory compliance.
Splash Beverage Group reported several strategic moves and governance changes. The company invested $217,479.24 to buy 2,000,000 common shares and 1,000,000 warrants of Avicanna Inc., a cannabinoid-focused biopharmaceutical company, supporting its pivot into cannabinoid-based health, wellness, and healthcare.
The Board appointed Michael Bondurant as Chief Operating Officer and approved new performance-based compensation for Interim CEO Brady Cobb and Bondurant, including cash bonuses tied to increases in market capitalization and large stock option grants at $0.25 per share. The Board also adopted a Strategic Transformation RSU Plan, equal to 20% of fully diluted shares outstanding, with vesting tied to closing a strategic transaction and regaining NYSE compliance, aligning management and directors with the company’s transformation strategy, subject to stockholder approval.
Splash Beverage Group, Inc. reported that from May 29, 2026 through June 1, 2026 it sold and issued 3,846,332 shares of common stock to C/M Capital Master Fund, LP under a Securities Purchase Agreement dated September 19, 2025, generating total gross proceeds of $607,720. These equity sales provide additional cash to the company while increasing its share count.
The company states that, to the extent the transactions are considered unregistered, they relied on exemptions under Section 4(a)(2) of the Securities Act of 1933 and Rule 506(b). The purchaser’s potential resales of these shares were registered on a Form S-1 registration statement (File No. 333-292243) filed on December 18, 2025.
Splash Beverage Group filed an update describing its status with the NYSE American and its ongoing strategic review. The company previously received notice on April 29, 2026 that it is not in compliance with continued listing standards tied to stockholders’ equity and has submitted a remediation plan, with a potential cure period extending through January 29, 2027 if the plan is accepted. Management emphasizes its focus on maintaining the NYSE American listing and strengthening the balance sheet. The update also notes that a non-binding Letter of Intent with Medterra CBD, LLC expired on May 4, 2026 without a definitive deal, but the company is in discussions with multiple other counterparties in the cannabinoid wellness sector. In addition, the company highlights that its 2025 audited financial statements include an auditor’s going concern explanatory paragraph, signaling uncertainty about its ability to continue operating without additional financial improvements.
Splash Beverage Group appointed Brady Cobb as Interim Chief Executive Officer and principal executive officer, effective May 9, 2026. Cobb, a director since February 2026, brings legal, regulatory, and cannabinoid-market experience as the company pivots toward regulated wellness, cannabinoid, and functional consumer product platforms while continuing its legacy business.
President William Meissner resigned from all officer positions and employment effective June 1, 2026. From that date, he will serve as a consultant for six months at $5,000 per month and receive options to purchase 250,000 shares, half vesting immediately and half at the end of the initial consulting term, subject to continued service.
Splash Beverage Group received a notice from the NYSE that it is out of compliance with continued listing standards because shareholders’ equity was ($15,300,828) as of December 31, 2025, below the $6 million minimum. The company must submit a remediation plan by May 29, 2026 and regain compliance by January 29, 2027, with management pointing to a potential merger with Medterra CBD, LLC as a key element.
The company also entered into several financing transactions, including a $200,000 sale of Series A-1 Convertible Preferred Stock with options and warrants tied to VWAP-based pricing, plus an exchange of Series D Convertible Preferred Stock for 227,200 common shares, which together create potential dilution for existing shareholders.
Splash Beverage Group appointed Francis Knuettel II to its Board of Directors, effective April 27, 2026. He will also serve on the Audit Committee, Compensation Committee, and the Corporate Governance and Nominating Committee.
Knuettel brings experience as a senior executive at early-stage public companies. He previously served as Chief Financial Officer of Pelthos Therapeutics Inc. from June 2022 to April 2026, Chief Executive Officer of Pelthos from July 2023 to July 2025, and as a director of Pelthos from August 2024 to July 2025. He also led Unrivaled Brands as Chief Executive Officer and director from December 2020 to March 2022.
The company states there are no arrangements or understandings with other parties regarding his appointment, no family relationships with existing directors or executive officers, and no related-party transactions requiring disclosure under Regulation S-K Item 404(a).
Splash Beverage Group, Inc. amended settlement agreements with three prior investors, extending payment of remaining settlement amounts of $535,595 to June 1, 2026, with 12% interest and investor attorneys’ fees, and committing to additional installments totaling $100,000 by May 15, 2026.
Board members Justin Yorke and Robert Nistico resigned, and Nistico entered a six‑month consulting agreement at $5,000 per month plus a stock option for 250,000 shares subject to vesting tied in part to a potential Medterra CBD, LLC acquisition. The company also received a demand letter from Decathlon Alpha IV, L.P. seeking immediate payment of obligations under a revenue loan agreement totaling $2,833,395.98 as of March 31, 2026, secured by the assets of Splash Beverage and its subsidiaries, which the company disputes.
Splash Beverage Group, Inc. filed an 8-K describing a change to its capital structure. On April 17, 2026, the company filed a Certificate of Withdrawal with the Nevada Secretary of State, terminating the designation of its Series A Preferred Stock, par value $0.001 per share.
At the time of this filing, there were no Series A preferred shares issued or outstanding. The withdrawal became effective upon filing and removed from the Articles of Incorporation all provisions contained in the prior Certificate of Designation for the Series A series. The full text is included as Exhibit 3.1.
Splash Beverage Group, Inc. entered into a non-binding letter of intent with Medterra CBD, LLC for a potential merger. The proposed terms value Medterra at $37.6 million, with consideration structured as approximately 75,200,000 shares of Splash common and new Series X and Series X-1 preferred stock.
The structure includes issuing common shares at closing equal to up to 19.99% of Splash’s then-outstanding common stock, with the balance in Series X and X-1 preferred, convertible at $0.50 per share and carrying a 110% original issue discount. Conversion and voting on these preferred shares are blocked until shareholder approval of the change of control. Splash must raise capital to repay about $10.4 million of Medterra debt, and up to $5 million of preferred may be redeemed from future offering proceeds. The LOI also requires Medterra to deliver at least $4 million in working capital at closing and provides for liquidated damages of $250,000 if shareholder approval is not sought within specified timelines.
Splash Beverage Group entered into a non-binding letter of intent for a proposed business combination with Medterra CBD, LLC, a cannabinoid wellness company that generated over $52 million in revenue and was profitable in fiscal 2025.
The deal would reposition Splash as a public cannabinoid wellness platform focused on regulated consumer health and a house-of-brands strategy, while exploring potential participation in a federal CBD pilot initiative under evaluation by CMS. The transaction remains subject to definitive agreements, shareholder and third‑party approvals, capital raising, lender consents and NYSE American change‑of‑control approval.
Splash Beverage Group, Inc. reported recent unregistered equity transactions. The company sold 145,029 shares of common stock for gross proceeds of $98,170 under a previously disclosed equity line of credit agreement dated September 19, 2025. It also issued 360,648 shares of common stock upon converting a total of $200,000 of convertible promissory notes on October 27, 2025, November 25, 2025, and December 11, 2025. These share sales and conversions were conducted under Securities Act exemptions, including Section 4(a)(2), Rule 506(b), and Section 3(a)(9).
Splash Beverage Group filed a current report describing a new distribution win for its spirits portfolio. The company announced that Senor Frog’s, an internationally recognized restaurant and entertainment brand, has selected Chispo® Tequila as its house tequila. The rollout will begin across an initial group of Senor Frog’s locations in Florida, the Bahamas, and Mexico.
The agreement is described through a press release dated January 27, 2026, which is furnished as an exhibit and not treated as filed for liability purposes under the Exchange Act. This step highlights broader on-premise placement for Chispo Tequila within a well-known hospitality chain.
Splash Beverage Group, Inc. entered into a new letter agreement with C/M Capital Master Fund, LP, the investor in its existing equity line of credit. Instead of issuing the investor equity "Commitment Shares" under the prior agreement, the company issued a promissory note with an initial principal amount of $525,000, which can increase to $700,000 based on future sales under the equity line. The note bears no interest unless there is an event of default, when interest would accrue at 10% per year, and it matures on January 26, 2028.
After repayment of earlier notes to the investor and an affiliate, the new note must be prepaid from net proceeds under the equity line. Once the company receives the first $3 million of net proceeds, 30% of any additional net proceeds under the facility will be applied to mandatory prepayments of the note. The transactions related to this structure were treated as unregistered and relied on exemptions under Section 4(a)(2) and Rule 506(b) of the Securities Act.
Splash Beverage Group appointed Martin Scott as its interim Chief Financial Officer and principal financial and accounting officer, effective December 15, 2025.
Scott is a Certified Public Accountant and founder of Martin Scott CFO Consulting Services Inc., and previously served as chief financial officer of LUVU Brands, Inc. and MGO Global, Inc., which was later acquired by Heidmar Maritime Holdings Corp.
Under his employment agreement, he will receive a monthly base salary of $25,000, a $20,000 bonus upon filing the company's Annual Report on Form 10-K, and a $30,000 bonus upon the closing of a merger or change of control, in each case subject to board approval. He is also eligible for equity grants under the company's 2025 Equity Incentive Plan. The company states there are no family relationships or related-party transactions involving Mr. Scott that require disclosure, and it has filed the full employment agreement as Exhibit 10.1.
Splash Beverage Group, Inc. entered into agreements on December 5, 2025 with certain option holders to terminate options covering $600,000 worth of common stock. In exchange, the company agreed to issue 113,636 shares of common stock and 1,136 shares of a newly created Series D Convertible Preferred Stock.
On December 9, 2025, the company filed a Certificate of Designations in Nevada authorizing 50,000 shares of Series D. Each Series D share is convertible into 100 shares of common stock, subject to NYSE American rules, including any shareholder approval requirements, and specified beneficial ownership limits. Series D holders vote together with common stockholders on an as-converted basis, giving them equity-like voting power tied to their potential common share equivalents.
Splash Beverage Group, Inc. filed an amended 8-K to correct the maturity year of senior promissory notes issued in a recent financing. On November 12, 2025, the company borrowed $500,000 from two accredited investors and issued senior promissory notes with a combined original principal amount of $588,235.30, reflecting a 15% original issue discount. The notes mature on February 12, 2026 and begin accruing interest at 6% starting 30 days after issuance. Holders may choose to use the outstanding principal, accrued interest, and any securities they hold as purchase consideration in future equity, equity-linked, or debt offerings by the company.
Splash Beverage Group (SBEV) filed an 8‑K announcing short-term note financing and a CFO transition. On November 12, 2025, the company borrowed $500,000 from two accredited investors and issued senior promissory notes with a total original principal of $588,235.30, reflecting a 15% original issue discount. The notes mature on February 12, 2025 and begin accruing interest at 6% starting 30 days after issuance, with customary default provisions.
The notes allow holders, at their discretion, to apply outstanding principal, accrued interest, and any company securities they hold at fair value as purchase consideration if the company completes a public offering or private placement. Separately, Chief Financial Officer William Devereux will resign effective November 30, 2025.
Splash Beverage Group (SBEV) reported 2025 Annual Meeting results and a CEO transition. Stockholders elected four directors and ratified Rose, Snyder & Jacobs LLP as auditor. They approved issuing common stock above the NYSE American 19.99% Exchange Cap pursuant to outstanding convertibles (Proposal 3), the issuance of shares under the September 19, 2025 ELOC Agreement (Proposal 4), and the 2025 Equity Incentive Plan (Proposal 5). Proposal 6, a possible increase in authorized common stock to 400,000,000, was not approved.
The meeting was adjourned to November 14, 2025 to permit further solicitation of proxies for Proposal 6. Separately, Robert Nistico notified the company he will resign as Chief Executive Officer effective November 14, 2025. He will remain on the Board and work on special projects in the beverage space.
Splash Beverage Group (SBEV) reported unregistered sales of Series A-1 Convertible Redeemable Preferred Stock with accompanying warrants to two accredited investors, generating $400,000 in total gross proceeds. The transactions occurred on August 9, 2025 and October 24, 2025, and included 100,000 one-year Class A Warrants and 100,000 five-year Class B Warrants.
The company also expects to sell 250 additional shares of Series A-1 in November 2025 to one of these investors for $250,000, with 62,500 accompanying Class A Warrants and 62,500 Class B Warrants. Splash Beverage furnished updated Risk Factors as Exhibit 99.1.
Splash Beverage Group (SBEV) filed an 8-K/A to correct a scrivener’s error under Item 5.02(e) regarding the reference to the securities exchange. The company also outlined its 2025 Equity Incentive Plan, which is effective upon stockholder approval and runs until September 25, 2035.
The plan’s share reserve is capped at no more than 15% of fully diluted outstanding shares, with an automatic increase of 5% each January 1 from 2026 through 2032, unless reduced or suspended by the Board. Governance updates include bylaw amendments effective September 25, 2025: quorum set at one-third of outstanding voting power, actions approved by a majority of votes cast if a quorum is present, clarified CEO/President duties, and removal of a special notice timing requirement related to increases in authorized shares.
Splash Beverage Group (SBEV) amended its bylaws to clarify stockholder voting standards. Effective October 13, 2025, the bylaws state that, except for matters requiring a majority of the outstanding voting power or a plurality of the votes cast, a majority of the votes entitled to vote constitutes the act of the stockholders. The amendments also specify that broker non-votes are not entitled to vote on such matters. The company filed the full text of the amendment as Exhibit 3.1.