8-K
filed May 5, 2026, 7:59 PM ET
ticker SBEV
CIK 0001553788
regulatory
confidence high
sentiment negative
materiality 0.85
SPLASH BEVERAGE GROUP, INC. (SBEV): Nasdaq/NYSE listing notice — Splash Beverage receives NYSE delisting notice; shareholders' equity negative $15.3M
SPLASH BEVERAGE GROUP, INC.
- NYSE notified Splash on April 29, 2026 that shareholders' equity was ($15.3M) vs. $6M minimum; plan due May 29, 2026.
- Company expects to regain compliance via proposed merger with Medterra CBD, LLC; draft merger agreement delivered.
- Borrowed $30K from DMF with option to buy $300K stock at 50% VWAP; sold Series A-1 preferred to Digmann for $200K with 12% dividend.
- Canceled Series D preferred in exchange for 227,200 common shares; withdrawal of designation filed May 4.
Key facts
Extracted from this filing and checked against the source text.
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.95
SPLASH BEVERAGE GROUP, INC. issued preferred stock to Kevin Digmann for $200,000.
- Security
- preferred stock
- Purchaser
- Kevin Digmann
- Consideration
- $200,000
Exact text from the filing
On May 27, 2025, the Company sold Series A-1 Convertible Preferred Stock (the "Series A-1") to Kevin Digmann in exchange for $200,000.
View on SEC.gov
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.95
SPLASH BEVERAGE GROUP, INC. issued 50,000 shares of warrant to Kevin Digmann for issued in connection with Series A-1 Convertible Preferred Stock.
- Security
- warrant
- Shares
- 50,000 shares
- Purchaser
- Kevin Digmann
- Consideration
- issued in connection with Series A-1 Convertible Preferred Stock
Exact text from the filing
stock at a per share price equal to 50% of the seven-day VWAP of the Company’s common stock, which option expires on April 27, 2035 . On May 27, 2025, the Company sold Series A-1 Convertible Preferred Stock (the “Series A-1”) to Kevin Digmann in exchange for $200,000. In conjunction with the sale of Series A, the Company entered into a Shareholder Rights
View on SEC.gov
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.9
SPLASH BEVERAGE GROUP, INC. issued common stock to DMF Ventures, LLC for $30,000 loan.
- Security
- common stock
- Purchaser
- DMF Ventures, LLC
- Consideration
- $30,000 loan
Exact text from the filing
On April 28, 2025, Splash Beverage Group, Inc. (the "Company") borrowed $30,000 from DMF Ventures, LLC ("DMF"). In addition to the loan that has been repaid, the Company granted DMF an option to purchase $300,000 of the Company's common stock at a per share price equal to 50% of the seven-day VWAP of the Company's common stock, which option expires on April 27, 2035 .
View on SEC.gov
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.95
SPLASH BEVERAGE GROUP, INC. issued 227,200 shares of common stock to holder of outstanding Series D Convertible Preferred Stock for cancellation of Series D Convertible Preferred Stock.
- Security
- common stock
- Shares
- 227,200 shares
- Purchaser
- holder of outstanding Series D Convertible Preferred Stock
- Consideration
- cancellation of Series D Convertible Preferred Stock
Exact text from the filing
On April 28, 2026, the Company entered into an agreement with the holder of outstanding Series D Convertible Preferred Stock in which the holder agreed to cancel the Series D Convertible Preferred Stock in exchange for 227,200 shares of common stock.
View on SEC.gov
Listing & Compliance Notices
SEC 8-K Item 3.01
confidence 0.95
SPLASH BEVERAGE GROUP, INC. received a nyse deficiency notice notice regarding stockholders equity (rules 1003(a)(i), 1003(a)(ii), 1003(a)(iii)).
- Exchange
- nyse
- Notice
- deficiency notice
- Deficiency
- stockholders equity
- Rules
- 1003(a)(i), 1003(a)(ii), 1003(a)(iii)
Exact text from the filing
April 29, 2026, the Company received notice from NYSE Regulation (the “NYSE”) that the Company is not in compliance with the shareholders’ equity requirement of $6 million as of December 31, 2025 as outlined in Section 1
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
SPLASH BEVERAGE GROUP, INC.: Withdrawal of designation of Series D Convertible Preferred Stock (effective 2026-05-04).
- Change
- charter amendment
- Effective
- 2026-05-04
Exact text from the filing
On May 4, 2026, the Company filed a Certificate of Withdrawal (the “Withdrawal of Designation”) with the Secretary of State of the State of Nevada and terminated the designation of its Series D Convertible Preferred Stock, par value $0.001 per share (the “Series D”). At the time of filing the Withdrawal of Designation, there were no shares of Series D issued and outstanding. The Withdrawal of Designation became effective upon filing.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.4
SPLASH BEVERAGE GROUP, INC. entered into a credit facility with DMF Ventures, LLC valued at $30,000 (effective 2025-04-28).
- Action
- entry
- Agreement
- credit facility
- Counterparty
- DMF Ventures, LLC
- Value
- $30,000
- Effective
- 2025-04-28
Exact text from the filing
(the “Company”) borrowed $30,000 from DMF Ventures, LLC (“DMF”). In addition to the loan that has been repaid, the Company granted DMF an option to purchase $300,000 of the Company’s common stock at a per share price equal to 50% of the seven-day
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.4
SPLASH BEVERAGE GROUP, INC. entered into Shareholder Rights Agreement with Kevin Digmann valued at $200,000 (effective 2025-05-27).
- Action
- entry
- Agreement
- equity purchase
- Counterparty
- Kevin Digmann
- Value
- $200,000
- Effective
- 2025-05-27
Exact text from the filing
In conjunction with the sale of Series A, the Company entered into a Shareholder Rights Agreement with Mr. Digmann under which the Company granted an option to purchase $200,000 of common stock using a 20% discount to the five-day VWAP, which option expires May 27, 2026.
View on SEC.gov
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