Ira Goldfarb converts Sow Good (SOWG) note into 827,095 common shares
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Sow Good Inc. director and 10% owner Ira Goldfarb reported converting a Senior Convertible Promissory Note into 827,095 shares of common stock at $0.35 per share on February 12, 2026. This was recorded as a conversion of a derivative security and an acquisition of common stock held directly.
Following the conversion, Goldfarb directly held 1,975,451 shares of common stock and 3,521,114 notional shares tied to the senior convertible note. Additional common shares are held indirectly through several trusts where he is trustee, including irrevocable and 2021 trusts, as well as through IG Union Bower, LLC with 25,000 shares and S-FDF, LLC with 1,620,973 shares, over which he and his spouse share control and pecuniary interest.
Positive
- None.
Negative
- None.
Insider Trade Summary
827,095 shares exercised/converted
Mixed
9 txns
Insider
Goldfarb Ira
Role
Director, 10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Senior Convertible Promissory Note | 827,095 | $0.35 | $289K |
| Conversion | Common Stock | 827,095 | $0.35 | $289K |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Senior Convertible Promissory Note — 3,521,114 shares (Direct);
Common Stock — 1,975,451 shares (Direct);
Common Stock — 557,646 shares (Indirect, By Trust)
Footnotes (1)
- Shares held by the Ira Goldfarb Irrevocable Trust for which Mr. Goldfarb is a trustee and holds a pecuniary interest, and shares held by Ira Goldfarb 2021 Declaration of Trust f/b/o Brett Steven Goldfarb, Ira Goldfarb 2021 Declaration of Trust f/b/o Alexandria Lexie Gutierrez and Ira Goldfarb 2021 Declaration of Trust f/b/o Ava Lauren Gutierrez, for which Mr. Goldfarb is a trustee. Shares held by IG Union Bower, LLC of which Mr. Ira Goldfarb is the sole member. Shares held by S-FDF, LLC over which Mr. Goldfarb and his spouse Claudia Goldfarb (who is also a director, officer and indirect 10% beneficial owner, by virtue of S-FDF's holdings, of the issuer) share control and pecuniary interest. Mr. Goldfarb owns 556,072 shares held as joint tenants with right of survivorship with Mr. Goldfarb's spouse, Claudia Goldfarb, who is also a reporting person, and over which they share control and pecuniary interest. The Senior Convertible Promissory Notes are convertible at the election of the holders at any time, in whole or in part, into shares of common stock based on a price per share equal to the average closing price of such common stock for the five trading days immediately prior to the execution of and entry into the New Notes. Mr. Goldfarb owns 292,425 shares underlying the senior convertible promissory note as joint tenants with right of survivorship with Mr. Goldfarb's spouse, Claudia Goldfarb, who is also a reporting person, and over which they share control and pecuniary interest.
FAQ
What did Sow Good (SOWG) director Ira Goldfarb report in this Form 4?
Ira Goldfarb reported converting a Senior Convertible Promissory Note into 827,095 shares of Sow Good common stock at $0.35 per share. The transaction is classified as a derivative security conversion and increases his directly held common stock position.
What are Ira Goldfarb’s direct Sow Good (SOWG) common stock holdings after the transaction?
After the reported conversion, Goldfarb directly holds 1,975,451 shares of Sow Good common stock. This figure reflects only his direct ownership and excludes additional shares held indirectly through various trusts and limited liability companies.
How is the Senior Convertible Promissory Note for Sow Good (SOWG) structured?
The Senior Convertible Promissory Notes are convertible at the holders’ election into Sow Good common stock. The conversion price equals the average closing price for the five trading days immediately before execution and entry into the new notes.