Current Report Filing (8-k)
December 22 2022 - 4:06PM
Edgar (US Regulatory)
0001553788
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--12-31
0001553788
2022-12-21
2022-12-21
0001553788
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2022-12-21
2022-12-21
0001553788
SBEV:WarrantsToPurchaseSharesOfCommonStockMember
2022-12-21
2022-12-21
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): December
21, 2022
SPLASH
BEVERAGE GROUP, INC. |
(Exact Name of Registrant as Specified in Its Charter) |
|
Nevada |
(State or Other Jurisdiction of Incorporation) |
001-40471 |
|
34-1720075 |
(Commission File Number) |
|
(IRS Employer Identification No.) |
|
1314 East Las Olas Blvd, Suite 221
Fort Lauderdale, Florida 33301 |
|
(Address of Principal Executive Offices) |
|
(954) 745-5815 |
(Registrant’s Telephone Number, Including Area Code) |
|
(Former Name or Former Address, if Changed Since Last Report) |
Check the appropriate box below if the Form 8-K filing
is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction
A.2. below):
☐ |
Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
|
☐ |
Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
☐ |
Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
|
☐ |
Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on
which registered |
Common Stock, $0.001 par
value per share |
|
SBEV |
|
NYSE American LLC |
Warrants to purchase shares
of common stock |
|
SBEV-WT |
|
NYSE American LLC |
Indicate by check mark whether the registrant is an
emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark
if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.03 Amendments
to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On December 21, 2022, Splash Beverage
Group, Inc. (the “Company”) filed a Certificate of Amendment to its Articles of Incorporation with the Secretary
of State of Nevada to increase the number of authorized shares of the Company’s common stock from 150,000,000 to 300,000,000 shares
(the “Charter Amendment”).
As previously
disclosed in Item 5.07 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on December 16, 2022,
the Charter Amendment was approved by the Company’s stockholders at the 2022 annual meeting of stockholders held on December 15,
2022. The foregoing description of the Charter Amendment does not purport to be complete and is qualified in its entirety by reference
to the full text of the Charter Amendment, a copy of which is filed as Exhibit 3.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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 hereunto duly authorized.
Date: December 22, 2022
SPLASH BEVERAGE GROUP, INC. |
|
|
|
/s/ Robert Nistico |
|
Robert Nistico |
|
Chief Executive Officer |
|
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