Sow Good Inc SEC Filings

Sow Good Inc. (SOWG)$1,553,138 versus $3,554,157 a year ago. Cost of goods sold of $10,500,626 drove a gross loss of $8,947,488, and net loss reached $10,935,484 versus a net loss of $3,379,909 last year.

For the nine months ended September 30, 2025, revenue totaled $5,886,372 compared with $30,608,526 in 2024, with a net loss of $17,693,050 versus net income of $465,821 last year. Results include a $5,377,125 inventory obsolescence reserve and a $1,775,528 gain on lease terminations. Cash and cash equivalents were $387,294 and operating cash outflow was $3,335,070 for the nine‑month period.

The company exited major facility leases effective in late 2025 and early 2026, reducing the right‑of‑use asset from $16,459,215 to $1,169,271 and operating lease liabilities from $17,792,231 to $2,675,013. Management disclosed that these factors raise substantial doubt about the ability to continue as a going concern. As supplemental financing, related‑party notes of $2,803,818 were exchanged into senior convertible notes maturing April 30, 2030 at conversion prices of $0.62–$0.63 per share.

Sow Good Inc. (SOWG) filed an 8‑K announcing three updates: a major retail customer win, additional funding in pursuit of a crypto asset strategy, and additional cost optimization measures.

The company stated these items in a press release dated October 27, 2025, which is furnished under Item 2.02 and attached as Exhibit 99.1. The information is furnished and not deemed filed under the Securities Exchange Act of 1934, including Section 18, and is not incorporated by reference except as specifically stated.

Jeffrey E. Rubin, a director of Sow Good Inc. (SOWG), reported initial beneficial ownership of 122,085 shares of common stock on Form 3 covering an event dated 08/01/2025. The form is an initial Section 16 filing signed on 08/28/2025 and lists ownership as direct. No derivative positions or additional transactions are disclosed.

Sow Good Inc. amends its S-1 to register 12,808,608 shares of common stock for resale, which includes 4,522,282 shares issuable upon conversion of senior Convertible Notes. If converted on August 12, 2025, those convertible shares would represent 26.5% of outstanding common stock. The Convertible Notes are senior, secured by all present and future assets, redeemable by the company or at holders’ option beginning January 1, 2025. The company sells freeze-dried treats under the Sow Good brand in approximately 5,000 U.S. brick-and-mortar outlets and reported less than 2% of sales from e-commerce as of June 30, 2025. Recent financing activity includes a registered public offering that netted approximately $11.97 million and an at-the-market program that issued 1,042,862 shares for net proceeds of $2.2 million. The prospectus discloses multiple warrant and promissory note transactions, related-party purchases in private placements and authorizations to sell shares from executives and affiliates.

Sow Good Inc. is registering 12,808,608 shares of common stock, which include 4,522,282 shares issuable upon conversion of senior convertible notes. The Convertible Notes are described as senior and secured and are redeemable by the company or at the option of holders beginning January 1, 2025. If converted on August 12, 2025, the shares underlying the Convertible Notes would represent 26.5% of outstanding common stock. The company sells freeze-dried treats under the Sow Good brand through an omnichannel strategy focused on wholesale and retail, with less than 2% of sales from e-commerce and products in approximately 5,000 U.S. brick-and-mortar outlets as of June 30, 2025. Sow Good completed multiple private placements and warrant transactions in 2023–2024, completed a Nasdaq listing in May 2024, and has used proceeds for capital expenditures, working capital and debt reduction.

Sow Good Inc. (SOWG) reported a sharp year-over-year revenue decline and operating losses while disclosing substantial doubt about its ability to continue as a going concern. Revenue for the six months ended June 30, 2025 was $4.33 million versus $27.05 million a year earlier, and the company incurred a six-month net loss of $6.76 million. Cash fell to $959,416 at June 30, 2025 from $3.72 million at year-end, and the accumulated deficit is $69.2 million. Management cites working capital of $17.4 million but warns these sources may not sustain operations for the next 12 months and has implemented debt restructuring, cost reductions, headcount cuts and business development initiatives. The company converted related-party short-term notes into $2.80 million of senior convertible notes maturing in 2030 (convertible at $0.62–$0.63). Operationally, Sow Good operates a Texas freeze-drying facility with six bespoke freeze driers, access to six additional units and claimed capacity of up to 24 million units per year, sells in ~5,000 U.S. stores and began sales into Middle East distributors.

Sow Good Inc. furnished an 8-K reporting that on August 14, 2025 the company issued a press release announcing financial results for the year-to-date and the three-month periods ended June 30, 2025. The filing states the press release contains forward-looking statements and includes cautionary language about factors that could cause actual results to differ materially. The press release is furnished as Exhibit 99.1, and the company expressly notes this information is being furnished (not filed) and is not subject to Section 18 liability or automatically incorporated by reference into other registration statements. The report is signed by CEO Claudia Goldfarb.

Sow Good Inc. (SOWG) – Form 5 insider filing: Director Chris Ludeman reported the acquisition of 21,505 shares of Sow Good common stock on 02/11/2025 at a reported price of $2.79 per share (Transaction Code A4). Following the purchase, Ludeman’s total beneficial ownership stands at 151,451 shares. The filing notes that 97,058 of those shares are held jointly with his spouse under rights of survivorship.

No derivative securities were reported, and there were no dispositions during the issuer’s 2024 fiscal year. The transaction was disclosed in the annual Form 5, which aggregates any insider trades not previously reported on Forms 3 or 4. As Ludeman serves as a company director, the incremental share accumulation may signal long-term confidence and tighter alignment between board oversight and shareholder interests. The document bears Ludeman’s manual signature dated 06/23/2025 and contains the standard SEC reminders regarding accuracy and filing obligations.