Every 8-K that Sow Good Inc (SOWG) 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 SOWG 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 SOWG filings page.
Sow Good Inc. (SOWG) reported that its wholly owned subsidiary, SOWG Tanzania Inc., entered into a Deed of Amendment to a previously announced Share Purchase Agreement dated April 20, 2026, with several sellers including Ryzon Materials Limited, Uranex Tanzania Limited, Magnis Technologies (Tanzania) Limited, and Uranex ESIP Pty Limited.
The amendment restructures the transaction so that SOWG Tanzania Inc. will subscribe for newly issued shares representing 99.97% of the issued share capital of each of Uranex and Magnis Tech, with the sellers retaining 0.03% as bare nominees for Sow Good Inc. The amendment also clarifies the total SPA consideration at AUD$96,413,866.
In connection with this, Sow Good Inc. entered into an Investment and Share Subscription Agreement under which Uranex and Magnis Tech will collectively issue 343,331 Ordinary Shares for a total subscription price of TZS 343,331,000 (approximately $129,559), representing 99.97% of the issued share capital of each company, subject to customary representations, warranties, covenants, and closing conditions.
Sow Good Inc. reported that stockholders held a special meeting on August 10, 2026 and approved an amendment to the Certificate of Incorporation to allow stockholders to act by written consent. The proposal passed with 15,927,316 votes for, 1,087 against and 185 abstentions.
On the same date, holders of a majority of the outstanding common shares executed a written consent approving the issuance of shares and other matters necessary to consummate a share purchase agreement among Sow Good Inc., SOWG Tanzania Inc., Ryzon Materials Limited, Uranex ESIP PTY Limited, Uranex Tanzania Limited and Magnis Technologies Limited, including alternative structures to effect this transaction. A Schedule 14C information statement will be filed with the SEC and mailed or provided to stockholders.
Sow Good Inc. reported that director David E. Lazar resigned from the board effective immediately on May 6, 2026. The company stated that his decision to resign was not due to any disagreement with Sow Good regarding its operations, policies, or practices.
Sow Good Inc. announced it has executed a non-binding term sheet for a $20 million non-convertible, private placement line of credit with Sagol Advisors. The facility, which remains subject to definitive credit documentation, is intended to provide working capital as the company pursues its proposed acquisition of the Nachu Graphite Project in Tanzania and a broader transition into critical minerals and battery anode materials, while maintaining its existing freeze‑dried snack business as a separate segment. The Nachu acquisition still requires stockholder approval, Tanzanian regulatory approvals, and other customary closing conditions.
Sow Good Inc. has posted an investor presentation and press release detailing its planned all-stock acquisition of Ryzon Materials’ Tanzanian subsidiaries that own the Nachu Graphite Project. The deal values the targets at approximately AUD$150 million (~US$107 million) in Sow Good common stock.
The presentation highlights Nachu’s reported post-tax NPV₁₀ of US$1.2 billion and a 51% IRR under Ryzon’s 2022 bankable feasibility study prepared to JORC Code 2012 standards, along with a 15.5-year mine life and 174 Mt resource at 5.4% TGC. All technical and economic figures are described as historical estimates that have not been independently verified by Sow Good and may differ materially when reported under S-K 1300.
Sow Good plans to transform from a pure consumer packaged goods company into a critical minerals and battery anode developer focused on Nachu, while continuing its freeze-dried candy and snack business as a separate segment. Completion of the transaction remains subject to Sow Good stockholder approval, Tanzanian regulatory approvals and other customary conditions.
Sow Good Inc. has agreed to acquire 100% of Uranex Tanzania Limited and Magnis Technologies (Tanzania) Limited, which together hold the Nachu Graphite Project in southern Tanzania. The deal values the project at AUD$150,000,000, or approximately US$107 million, payable entirely in Sow Good common stock.
The transaction is expected to result in about 334,150,145 Consideration Shares, or approximately 22,276,676 shares after a 15-to-1 reverse stock split, being issued to the sellers, lenders and broker, with a portion held back as escrow shares supporting indemnities via contingent value rights. Sow Good plans to reposition itself as a critical minerals and battery anode developer while continuing its freeze-dried consumer products as a separate segment.
Closing depends on majority stockholder written consent under Nasdaq rules, Tanzanian regulatory approvals, Nasdaq listing approval for the new shares, execution of ancillary agreements, and absence of a defined Material Adverse Change, with a sunset date of October 15, 2026. If certain Ryzon-related conditions fail, Ryzon must pay an AUD$7,500,000 break fee. Technical data about Nachu is based on Ryzon’s JORC reports and will later be reassessed under S-K 1300.
Sow Good Inc. is carrying out a 15‑to‑1 reverse stock split of its common stock to help regain compliance with Nasdaq’s minimum bid price requirement. The split becomes effective at 5:00 p.m. Eastern Time on April 23, 2026, with trading on a split‑adjusted basis beginning April 24, 2026.
As of the press release date, the company had 300,801,347 shares outstanding; following the reverse split, it expects to have 20,053,424 shares outstanding, subject to rounding up for fractional shares. Existing equity awards and plan share pools under the 2020 and 2024 stock incentive plans will also be adjusted on the same fifteen‑to‑one basis.
Sow Good Inc. entered a Sales Agreement with Craft Capital Management for an at-the-market stock program allowing sales of up to $100 million of common shares through Nasdaq or other markets. The sales agent may receive up to 3.0% of gross proceeds as commission.
The company also received a Nasdaq notice that its stockholders’ equity, as reported in its Form 10-K for the period ended December 31, 2025, no longer meets the $2,500,000 minimum required by Listing Rule 5550(b)(1). Sow Good has until May 22, 2026 to submit a compliance plan, with a possible extension to October 4, 2026, but there is no guarantee it will maintain its Nasdaq listing.
Sow Good Inc. issued 1,500,000 shares of Series AAA Convertible Redeemable Preferred Stock on March 31, 2026 for a purchase price of $3,000,000 to PanamaCo and other investors under a previously announced stock purchase agreement. The company plans to use the proceeds for general corporate purposes and working capital. Each preferred share is initially convertible into 250 shares of common stock and carries a liquidation preference of the greater of $2.00 per share or the amount payable if converted to common stock before a dissolution. The preferred shares generally have no voting rights but require majority series consent for key charter and preference changes and are redeemable at the company’s option at $200 per share plus accrued dividends. On the same date, David Lazar resigned as Chief Executive Officer but remains on the board, and Donna Guy resigned as Chief Financial Officer. The board appointed Yisroel Goldberg as both Chief Executive Officer and Chief Financial Officer and accepted the resignations of five directors, replacing them with four new directors who also assume committee leadership roles.
Sow Good Inc. reported corporate governance changes approved by a written consent of stockholders holding 50.7% of its outstanding common stock. The company amended its Certificate of Incorporation, effective March 30, 2026, to increase the authorized shares of common stock to 1,000,000,000. These actions became effective on March 25, 2026, after mailing a definitive information statement on March 5, 2026, in accordance with Section 14(c) and related SEC rules.
Sow Good Inc. reported several corporate changes. The company amended its Securities Purchase Agreement with David Lazar, replacing the original certificate of designation for 1,500,000 shares of Series AAA preferred stock, which are convertible into 375,000,000 shares of common stock. Under the new terms, each preferred share may be redeemed by the company at a price of $200.00 per share plus any declared but unpaid dividends and is subject to conversion limitations.
The board appointed Yisroel Goldberg as Chief Commercial Officer, effective February 13, 2026, highlighting his extensive background in real estate asset management, portfolio performance, and fiduciary roles. The board also approved amended and restated bylaws, effective February 18, 2026, to allow stockholders holding a majority of the voting power to remove any director or the entire board with or without cause, consistent with Delaware law.
Sow Good Inc. reported that it has entered into a private placement and a strategic asset sale intended to support its ongoing candy operations and future growth, while it evaluates other strategic options such as partnerships, acquisitions, or additional corporate transactions to strengthen its financial position and build long-term stockholder value.
The company also described a significant leadership transition. Claudia Goldfarb is stepping down as Chief Executive Officer and will remain as Chief Operating Officer and a member of the board. David Lazar has been appointed Chief Executive Officer, elected to the board, and will serve as Chairman. Directors Chris Ludeman and Joe Mueller are resigning from the board in connection with the financing and asset sale, and David Natan is joining the board and will serve as Audit Committee Chairman following Mr. Ludeman’s resignation.
Sow Good Inc. furnished an 8-K announcing it issued a press release with financial results for the year-to-date and three-month periods ended September 30, 2025.
The release is furnished as Exhibit 99.1 and contains forward-looking statements with related cautionary language. The information under Item 2.02, including Exhibit 99.1, is being furnished and is not deemed filed under the Exchange Act or incorporated by reference except as expressly stated.
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.
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.