Current Report Filing (8-k)
December 22 2022 - 04:06PM
Edgar (US Regulatory)
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2022-12-21 2022-12-21 0001553788
SBEV:CommonStock0.001ParValuePerShareMember 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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