Welcome to our dedicated page for Sentient Brands Hldgs SEC filings (Ticker: SNBH), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Sentient Brands Holdings Inc. filings document material agreements, subsidiary transactions, governance changes, and reporting obligations for the OTC-traded holding company. Recent 8-K disclosures cover share exchange agreements, addenda involving AIG-F&B, Aqua Emergency, and Wyoming Bears, and a bill of sale transferring Aqua Emergency operating assets, inventory, receivables, licenses, and prepaid assets.
The company’s SEC record also includes disclosures on certifying-accountant changes, officer and director transitions, compensatory arrangements, capital-structure planning, subsidiary ownership, office relocation and reincorporation matters, and notices of late Form 10-K and Form 10-Q filings. These filings frame the company’s public-company governance, acquisition structure, and periodic-reporting status.
Sentient Brands Holdings Inc. filed a Form 3 insider report for Chief Financial Officer Morgan Jeanene Grace, identifying her as a reporting officer of the company. The available data show no reported transactions or derivative positions associated with this filing.
SENTIENT BRANDS HOLDINGS INC. officer Sergei Knazev, President and COO, reported his initial beneficial ownership on a Form 3. He holds 58,456 shares of the company’s common stock directly. This filing establishes his starting ownership position as an insider subject to SEC reporting rules.
Sentient Brands Holdings Inc. reported a leadership change following the resignation of interim Chief Executive Officer and director George Furlan, effective April 24, 2026. The company stated that his departure was not due to any disagreement over operations, policies, or practices.
After his resignation, the Board consists of Chairman Eric Bruns and director Dionne Harvey Pendleton, and it plans to add a new director in due course. Effective May 1, 2026, the Board designated Serge Knazev, the company’s President and Chief Operating Officer, as acting principal executive officer for certification and signing responsibilities under the Sarbanes-Oxley Act while it searches for a permanent or interim CEO.
Sentient Brands Holdings Inc. notified the SEC that its Annual Report on Form 10-K for the period ended December 31, 2025 will be filed late under Rule 12b-25. The company states it needs additional time for compilation and review to ensure adequate disclosure and will file on or before the fifteenth calendar day following the prescribed due date. The notice was signed by George Furlan on March 30, 2026.
Sentient Brands Holdings Inc. filed an 8-K describing several board actions. The company approved an addendum to its Share Exchange Agreement with Wyoming Bears, Inc. that transfers the remaining 49% equity interest in Wyoming Bears to Sentient Brands, giving it 100% ownership effective January 1, 2026. Consideration is paid in Acquisition Credits on the same terms as the original agreement, minority rights and rights of first refusal are terminated, and former minority holders receive full indemnification for liabilities tied to Sentient Brands’ public-company activities, with added license suspension and clawback protections for insolvency or catastrophic events.
The board also engaged Jeanene Morgan as Financial Controller and Chief Financial Officer and Serge Knazev as President and Chief Operating Officer, with Knazev compensated per project rather than by salary. Related-party disclosures note that investors including Knazev and Lee Puglisi are personally funding certain corporate expenses through non-interest-bearing arrangements, and that GA3 Consortium, LLC holds two company notes with $715,000 in principal while also funding some expenses via a non-interest-bearing forgivable loan.
Sentient Brands Holdings Inc. filed an amended current report to provide a letter from its former independent auditor, Victor Mokuolu, CPA PLLC. The company had previously notified the firm of its dismissal as certifying accountant effective December 24, 2025, after the firm issued its final audit report on the company’s financial statements for the year ended December 31, 2024. In the letter filed as an exhibit, the former auditor states it agrees with the company’s prior disclosure in Item 4.01(a) of the earlier Form 8‑K regarding this change in accountants.
Sentient Brands Holdings Inc. reported several board-approved corporate actions. The company is engaging Cathedral CPAs & Advisors LLP as its new independent auditor to review the 2025 financial statements and 2026 quarters, while dismissing its prior auditor without any reported disagreements over accounting or audit matters.
The board approved addenda to share exchange and drop-ship manufacturing agreements for subsidiaries Aqua Emergency, AIG-F&B, and Wyoming Bears to make them wholly owned, remove physical inventory from subsidiary balance sheets, and record related amounts as prepaid manufacturing and fulfillment deposits. Executive, director, and consultant pay is shifting to a purely project- and performance-based model, with no fixed salaries and all arrangements requiring prior board approval and documented deliverables.
Additional actions include preparing for a potential equity credit line with an initial capacity of $250,000, expandable to $1,500,000, exploring a potential uplisting to the OTCQB Venture Market, moving the principal office and certain subsidiaries to Wyoming, opening new operating and escrow bank accounts, and engaging a special advisor to review audit processes and corporate governance.
Sentient Brands Holdings Inc. filed an amended quarterly report for the three and nine months ended September 30, 2025 to correct the accounting for its Aqua Emergency acquisition and a note reclassification. The restatement reduced assets by $51,937 and increased net loss by $12,467 for the quarter and $27,915 for the nine-month period.
For Q3 2025, the company reported revenue of $373,822, all from newly acquired beverage and emergency water subsidiaries, generating gross profit of $236,317 and an operating profit of $31,433. After interest and other items, net loss for the quarter was only $3,979, versus a loss of $291,841 a year earlier.
For the nine months, revenue was $484,723 and net loss was $891,412. At September 30, 2025, total assets were $2,657,360 against liabilities of $4,142,464, leaving a stockholders’ deficit of $1,485,104. Management discloses substantial doubt about the company’s ability to continue as a going concern, citing an accumulated deficit of $5,561,239, a working capital deficit of $3,266,689, reliance on external financing, and significant use of equity, including debt conversions and performance-based Acquisition Credits.