{"schema_version":"secwatch.filing_event.v1","accession":"0001493152-26-003378","form_type":"8-K","ticker":"JSDA","cik":"0001083522","company_name":"JONES SODA CO.","filed_at":"2026-01-23T23:59:59+00:00","discovered_at":"2026-05-14T18:02:34.516428+00:00","generated_at":"2026-05-16T08:20:55.313792+00:00","sec_items":["1.01","1.02"],"event_type":"other_material","sentiment":"negative","materiality_score":0.6,"calibrated_materiality_score":0.6,"confidence":"high","headline":"Jones Soda sells promissory note for $1.4M cash, issues 550k warrants at $0.40","bullets":["Assigned promissory note (original $2.51M) to Two Shores Capital for $1.4M cash.","Remaining note balance as of Dec 31, 2025 was $2.0M, due in installments by June 2028.","Issued warrants to purchase 550,000 shares at $0.40/share, exercisable for three years.","Proceeds from sale and warrant issuance used for general working capital."],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-26-003378","json":"https://secwatch.observer/filing/0001493152-26-003378.json","markdown":"https://secwatch.observer/filing/0001493152-26-003378.md","text":"https://secwatch.observer/filing/0001493152-26-003378.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1083522/000149315226003378/0001493152-26-003378-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1083522/000149315226003378/form8-k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-16T08:20:55.313792+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"518e418a9b233e048b0175d4e892dede7ff72f39","claim":"JONES SODA CO. entered into Assignment and Assumption of Debt Agreement with Two Shores Capital Corp. and MJ Reg Disrupters, LLC valued at $1,400,000 (effective 2026-01-16).","evidence_excerpt":"On January 16, 2026, the Company entered into an Assignment and Assumption of Debt Agreement (the “Agreement”) with Two Shores Capital Corp. (“Assignee”), and Debtor pursuant to which the Company agreed to assign the Note to Assignee for a cash payment of $1,400,000.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1083522/000149315226003378/0001493152-26-003378-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Counterparty","value":"Two Shores Capital Corp. and MJ Reg Disrupters, LLC"},{"label":"Value","value":"$1,400,000"},{"label":"Effective","value":"2026-01-16"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}