Current Report Filing (8-k)
December 16 2022 - 04:08PM
Edgar (US Regulatory)
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2022-12-15 0001553788 SBEV:CommonStock0.001ParValuePerShareMember
2022-12-15 2022-12-15 0001553788
SBEV:WarrantsToPurchaseSharesOfCommonStockMember 2022-12-15
2022-12-15 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 15, 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 5.07. Submission of Matters to a Vote of Security
Holders.
On December 15, 2022, Splash Beverage Group, Inc. (the “Company”)
held its 2022 Annual Meeting of Stockholders (the “Annual
Meeting”). Each share of the Company’s common stock was entitled to
one vote per share. The matters voted upon and the results are set
forth below.
Proposal 1: Election of Directors.
Stockholders elected each of the following nominees as directors to
hold office until the next meeting of the Company’s stockholders
and until his or her successor is elected and qualified.
|
Nominee |
|
For |
|
Withheld |
|
Broker
Non-Votes |
|
Robert Nistico |
|
|
15,095,390 |
|
|
|
1,459,718 |
|
|
|
7,350,063 |
|
|
Justin Yorke |
|
|
15,096,589 |
|
|
|
1,458,519 |
|
|
|
7,350,063 |
|
|
Peter McDonough |
|
|
15,005,305 |
|
|
|
1,549,803 |
|
|
|
7,350,063 |
|
|
Candace Crawford |
|
|
15,002,820 |
|
|
|
1,552,288 |
|
|
|
7,350,063 |
|
Proposal 2: Approval of an Amendment to the Articles of
Incorporation.
Stockholders approved an amendment to the Company’s Articles of
Incorporation, as amended, to increase the number of authorized
shares of common stock, $.001 from 150,000,000 to 300,000,000.
|
For |
|
Against |
|
Abstentions |
|
Broker Non-Votes |
| |
20,266,304 |
|
|
|
3,620,009 |
|
|
|
18,858 |
|
|
|
0 |
|
Proposal 3: Ratification of Appointment of Independent
Auditor.
Stockholders approved the ratification of the appointment
of Daszkal Bolton
LLP as our independent registered public accounting
firm for the fiscal year ending December 31, 2022.
|
For |
|
Against |
|
Abstentions |
|
Broker Non-Votes |
| |
23,361,676 |
|
|
|
163,472 |
|
|
|
380,023 |
|
|
|
0 |
|
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 16, 2022
|
SPLASH
BEVERAGE GROUP, INC. |
|
| |
|
|
/s/
Robert Nistico |
|
| Robert
Nistico |
|
| Chief
Executive Officer |
|
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