Welcome to our dedicated page for Splash Beverage Group SEC filings (Ticker: SBEV), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Splash Beverage Group, Inc. (NYSE American: SBEV) files a range of reports and disclosure documents with the U.S. Securities and Exchange Commission that provide detailed information about its beverage-focused business, capital structure, and governance. As a smaller reporting company and emerging growth company, Splash Beverage Group submits registration statements, current reports, and periodic filings that together outline its strategy of managing brands across consumer beverage growth segments and its reliance on external capital to fund operations.
Among the key documents are S-1 registration statements, which describe the company’s business model, including its focus on incubating and acquiring beverage brands, its e-commerce platform Qplash, alcoholic beverage operations involving Chispo tequila, acquisition of water extraction rights in Costa Rica (the Water Assets), and a joint venture for adult THC and CBD beverage products. These filings also detail the company’s lack of revenue since March 2025, its financing needs for specific projects, and its consideration of strategic alternatives such as potential acquisitions.
Current reports on Form 8-K disclose material events such as private placements of secured promissory notes, issuances of convertible preferred stock and warrants, entry into equity line of credit agreements, adoption of the 2025 Equity Incentive Plan, amendments to bylaws, and changes in executive officers. Other filings, such as Form NT 10-Q, explain delays in periodic reports and provide preliminary information about expected results of operations, including anticipated net losses and operating expenses.
On Stock Titan’s SBEV filings page, users can access these SEC documents in one place, with real-time updates as new filings appear on EDGAR. AI-powered summaries help explain complex items such as S-1 registration statements, 8-K disclosures, and equity incentive plan terms in more accessible language. Investors can also review filings related to unregistered sales of equity securities, note financings, and equity line arrangements to better understand dilution, financing costs, and the company’s capital-raising approach.
For those interested in governance and shareholder matters, filings covering annual meetings, voting results, and board or officer changes provide additional context. Together, these SEC filings form a detailed record of Splash Beverage Group’s regulatory history, financing activities, and strategic direction within the consumer beverage industry.
Splash Beverage Group, Inc. notified the SEC it cannot timely file its Form 10-K for the fiscal year ended December 31, 2025 due to limited personnel and financial resources and an ongoing audit by its independent registered public accounting firm. The company expects to file the Form 10-K on or prior to the 15th calendar day following the prescribed due date, as permitted under Rule 12b-25.
The company states it expects 2025 revenue of approximately $0.4 million versus $4.2 million in 2024, a decrease of about $3.8 million attributed to lack of operating capital that hindered sales. The expected figures are subject to revision based on the completion of the audit.
Splash Beverage Group, Inc. entered into a non-binding letter of intent with Medterra CBD, LLC for a potential merger. The proposed terms value Medterra at $37.6 million, with consideration structured as approximately 75,200,000 shares of Splash common and new Series X and Series X-1 preferred stock.
The structure includes issuing common shares at closing equal to up to 19.99% of Splash’s then-outstanding common stock, with the balance in Series X and X-1 preferred, convertible at $0.50 per share and carrying a 110% original issue discount. Conversion and voting on these preferred shares are blocked until shareholder approval of the change of control. Splash must raise capital to repay about $10.4 million of Medterra debt, and up to $5 million of preferred may be redeemed from future offering proceeds. The LOI also requires Medterra to deliver at least $4 million in working capital at closing and provides for liquidated damages of $250,000 if shareholder approval is not sought within specified timelines.
Splash Beverage Group entered into a non-binding letter of intent for a proposed business combination with Medterra CBD, LLC, a cannabinoid wellness company that generated over $52 million in revenue and was profitable in fiscal 2025.
The deal would reposition Splash as a public cannabinoid wellness platform focused on regulated consumer health and a house-of-brands strategy, while exploring potential participation in a federal CBD pilot initiative under evaluation by CMS. The transaction remains subject to definitive agreements, shareholder and third‑party approvals, capital raising, lender consents and NYSE American change‑of‑control approval.
SPLASH BEVERAGE GROUP, INC. filed an initial ownership report for director Brady James Cobb on Form 3. This filing establishes his status as an insider and discloses that there are currently no reported share purchases, sales, acquisitions, or dispositions associated with this filing.
Splash Beverage Group expanded its Board of Directors to five members and appointed Brady Cobb as a new director, effective February 2, 2026. The company states there are no related-party arrangements, family relationships, or disclosable transactions connected to his appointment.
In an accompanying press release, Splash links Cobb’s addition to its “Splash 2.0” strategic reset, which emphasizes refreshed governance, disciplined execution, and expansion into high‑growth consumer categories, including federally compliant CBD and hemp. The company highlights Cobb’s regulatory, policy, and capital markets experience in cannabis and hemp as important to pursuing these opportunities under evolving U.S. rules.
Splash Beverage Group, Inc. reported recent unregistered equity transactions. The company sold 145,029 shares of common stock for gross proceeds of $98,170 under a previously disclosed equity line of credit agreement dated September 19, 2025. It also issued 360,648 shares of common stock upon converting a total of $200,000 of convertible promissory notes on October 27, 2025, November 25, 2025, and December 11, 2025. These share sales and conversions were conducted under Securities Act exemptions, including Section 4(a)(2), Rule 506(b), and Section 3(a)(9).
Splash Beverage Group filed a current report describing a new distribution win for its spirits portfolio. The company announced that Senor Frog’s, an internationally recognized restaurant and entertainment brand, has selected Chispo® Tequila as its house tequila. The rollout will begin across an initial group of Senor Frog’s locations in Florida, the Bahamas, and Mexico.
The agreement is described through a press release dated January 27, 2026, which is furnished as an exhibit and not treated as filed for liability purposes under the Exchange Act. This step highlights broader on-premise placement for Chispo Tequila within a well-known hospitality chain.
Splash Beverage Group, Inc. has a prospectus supplement covering 10,000,000 shares of common stock, updating its existing S-1 registration. The supplement incorporates a new agreement with C/M Capital Master Fund, LP, the counterparty to the company’s equity line of credit. Instead of issuing the investor “Commitment Shares” under the equity line, Splash issued a promissory note with an initial principal of $525,000, which may increase to $700,000 based on future sales under the facility. The note bears no interest unless there is an event of default, when it would accrue interest at 10% per year, and it matures on January 26, 2028. After repayment of prior notes, 30% of net proceeds above the first $3 million drawn under the equity line must be used to prepay this note. The company states that related transactions were conducted as unregistered offerings relying on Section 4(a)(2) and Rule 506(b).
Splash Beverage Group, Inc. entered into a new letter agreement with C/M Capital Master Fund, LP, the investor in its existing equity line of credit. Instead of issuing the investor equity "Commitment Shares" under the prior agreement, the company issued a promissory note with an initial principal amount of $525,000, which can increase to $700,000 based on future sales under the equity line. The note bears no interest unless there is an event of default, when interest would accrue at 10% per year, and it matures on January 26, 2028.
After repayment of earlier notes to the investor and an affiliate, the new note must be prepaid from net proceeds under the equity line. Once the company receives the first $3 million of net proceeds, 30% of any additional net proceeds under the facility will be applied to mandatory prepayments of the note. The transactions related to this structure were treated as unregistered and relied on exemptions under Section 4(a)(2) and Rule 506(b) of the Securities Act.
Splash Beverage Group, Inc. has a Prospectus Supplement related to an existing S-1 registration covering 10,000,000 shares of common stock. The supplement primarily updates capital structure information, stating that there were 2,906,394 shares of common stock issued and outstanding as of January 22, 2026. The document must be read together with the original Prospectus dated December 22, 2025, and the supplement prevails in case of any inconsistency between the two.