Statistik Asas
LEI | 549300WFA15FJEGWWF44 |
CIK | 1490161 |
SEC Filings
SEC Filings (Chronological Order)
August 27, 2025 |
Sow Good Inc. 12,808,608 Shares of Common Stock PROSPECTUS Filed Pursuant to Rule 424(b)(3) Registration No. 333-289718 Sow Good Inc. 12,808,608 Shares of Common Stock This prospectus relates to (i) the resale by the selling shareholders identified herein, or the Selling Shareholders, or any of its pledgees, donees, assignees and successors-in-interest, or collectively, the permitted transferees, of up to 8,286,326 shares of our common stock, p |
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August 25, 2025 |
As filed with the Securities and Exchange Commission on August 25, 2025 As filed with the Securities and Exchange Commission on August 25, 2025 Registration No. |
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August 19, 2025 |
Ex-Filing Fees CALCULATION OF FILING FEE TABLES S-1 Sow Good Inc. Table 1: Newly Registered and Carry Forward Securities Line Item Type Security Type Security Class Title Notes Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to be Paid Equity Common Stock, par value |
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August 19, 2025 |
As filed with the Securities and Exchange Commission on August 19, 2025 As filed with the Securities and Exchange Commission on August 19, 2025 Registration No. |
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August 14, 2025 |
Sow Good Reports Second Quarter 2025 Results Exhibit 99.1 Sow Good Reports Second Quarter 2025 Results IRVING, TEXAS, August 14, 2025 – Sow Good Inc. (Nasdaq: SOWG) (“Sow Good” or “the Company”), a trailblazer in the freeze-dried dried candy and treat industry, is reporting financial and operating results for the six months ended June 30, 2025. “The second quarter marked a meaningful turning point for Sow Good,” said Claudia Goldfarb, CEO of |
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August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-42037 SOW GOOD INC. |
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August 14, 2025 |
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): August 14, 2025 SOW GOOD INC. |
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August 5, 2025 |
Exhibit 10.1 FORM OF INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of , 202, by and between Sow Good Inc., a Delaware corporation (the “Company”), and (“Indemnitee”). RECITALS WHEREAS, the Company believes that, in order to attract and retain highly qualified persons to serve as directors or in other capacities, including as officers, it must provide such persons with |
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August 5, 2025 |
Sow Good Appoints Candy Industry Veteran Jeff Rubin to Board of Directors Exhibit 99.1 Sow Good Appoints Candy Industry Veteran Jeff Rubin to Board of Directors IRVING, TEXAS, August 5, 2025 – Sow Good Inc. (Nasdaq: SOWG) (“Sow Good” or “the Company”), a trailblazer in the freeze dried candy and treat industry, today announced the appointment by its board of directors (the “Board”) of Jeff Rubin as a member of the Board, effective August 1, 2025, filling a Board vacancy |
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August 5, 2025 |
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): August 5, 2025 SOW GOOD INC. |
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June 16, 2025 |
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): June 13, 2025 SOW GOOD INC. |
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June 10, 2025 |
Exhibit 99.1 Sow Good Inc. Appoints Donna Guy as Chief Financial Officer Experienced Financial Strategist to Lead Finance Function Through Next Phase of Growth IRVING, TEXAS, June 10, 2025 – Sow Good Inc. (Nasdaq: SOWG) (“Sow Good” or “the Company”), a trailblazer in the freeze dried candy and treat industry, today announced the appointment of Donna Guy, CPA, as Chief Financial Officer, effective |
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June 10, 2025 |
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): June 5, 2025 SOW GOOD INC. |
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May 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): May 27, 2025 SOW GOOD INC. (Exact name of registrant as specified in its charter) Delaware 001-42037 27-2345075 (State or other jurisdiction of incorporation) (Commission File Number) |
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May 20, 2025 |
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): May 14, 2025 SOW GOOD INC. |
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May 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-42037 SOW GOOD INC. |
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May 14, 2025 |
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): May 14, 2025 SOW GOOD INC. |
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May 14, 2025 |
Sow Good Reports First Quarter 2025 Results Exhibit 99.1 Sow Good Reports First Quarter 2025 Results IRVING, TEXAS, May 14, 2025 – Sow Good Inc. (Nasdaq: SOWG) (“Sow Good” or “the Company”), a trailblazer in the freeze-dried dried candy and treat industry, is reporting financial and operating results for the three months ended March 31, 2025. “We’re encouraged by the progress we made in the first quarter of 2025, particularly the successful |
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April 30, 2025 |
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): April 28, 2025 SOW GOOD INC. |
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April 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant☒ Filed by a Party other than the Registrant☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Stateme |
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April 30, 2025 |
Form of Senior Convertible Promissory Note THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE. |
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April 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant☒ Filed by a Party other than the Registrant☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Stateme |
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April 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant☒ Filed by a Party other than the Registrant☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Stateme |
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April 4, 2025 |
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): March 31, 2025 SOW GOOD INC. |
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March 27, 2025 |
Sow Good Insider Trading Policy INSIDER TRADING POLICY Effective as of May 1, 2024 Table of Contents Page Section 1. |
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March 27, 2025 |
Exhibit 4.2 DESCRIPTION OF SECURITIES General Our Articles of Incorporation authorize us to issue up to 520,000,000 shares of capital stock, consisting of 500,000,000 shares of common stock, par value $0.001 per share, and 20,000,000 shares of preferred stock, par value $0.001 per share, of which 5,603,083 shares of common stock and no shares of preferred stock were issued and outstanding as of Se |
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March 27, 2025 |
Policy for Recovery of Erroneously Awarded Incentive Compensation SOW GOOD INC. Policy for RECOVERY OF ERRONEOUSLY AWARDED Incentive Compensation (Adopted March 8, 2024) 1. INTRODUCTION Sow Good Inc. (the “Company”) is adopting this policy (this “Policy”) to provide for the Company’s recovery of certain Incentive Compensation (as defined below) erroneously awarded to Affected Officers (as defined below) under certain circumstances. This Policy is administered by |
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March 27, 2025 |
Table of Contents U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1933 For the transition period from to Commission file number 001-42037 SOW GOOD INC. (Exact n |
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March 25, 2025 |
Sow Good Reports Fourth Quarter 2024 Results Exhibit 99.1 Sow Good Reports Fourth Quarter 2024 Results IRVING, TEXAS, March 21, 2025 – Sow Good Inc. (Nasdaq: SOWG) (“Sow Good” or “the Company”), a trailblazer in the freeze-dried dried candy and treat industry, is reporting financial and operating results for fourth quarter and the full year ended December 31, 2024. "2024 was a pivotal year for Sow Good," said CEO Claudia Goldfarb. "Building |
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March 25, 2025 |
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): March 21, 2025 SOW GOOD INC. |
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December 23, 2024 |
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 18, 2024 SOW GOOD INC. |
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November 21, 2024 |
NEEDHAM & COMPANY, LLC 250 Park Avenue New York, New York 10177 NEEDHAM & COMPANY, LLC 250 Park Avenue New York, New York 10177 November 21, 2024 VIA EDGAR U. |
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November 20, 2024 |
SOW GOOD INC. 1440 N Union Bower Road Irving, TX 75061 SOW GOOD INC. 1440 N Union Bower Road Irving, TX 75061 November 20, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street N.E. Washington, D.C. 20549 Attn: Eranga Dias Re: Sow Good Inc. Registration Statement on Form S-3 File No. 333-283240 Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amended, |
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November 19, 2024 |
Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, each of the undersigned hereby agrees to the joint filing with the other reporting person of a statement on Schedule 13G (including amendments thereto) with respect to the Common Stock, $0. |
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November 14, 2024 |
As filed with the Securities and Exchange Commission on November 14, 2024. As filed with the Securities and Exchange Commission on November 14, 2024. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SOW GOOD INC. (Exact name of registrant as specified in its charter) Delaware 27-2345075 (State or other jurisdiction of incorporation or organization) (I.R.S. Employ |
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November 14, 2024 |
Sow Good Reports Third Quarter 2024 Results Exhibit 99.1 Sow Good Reports Third Quarter 2024 Results IRVING, TEXAS, November 14, 2024 – Sow Good Inc. (Nasdaq: SOWG) (“Sow Good” or “the Company”), a trailblazer in the freeze-dried dried candy and treat industry, is reporting financial and operating results for the third quarter ended September 30, 2024. “We are pleased to announce that our sixth freeze dryer is operational and that we were a |
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November 14, 2024 |
Exhibit 4.6 SOW GOOD INC. INDENTURE Dated as of , 20 [ ] Trustee TABLE OF CONTENTS Page Article I DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1. Definitions. 1 Section 1.2. Other Definitions. 3 Section 1.3. Incorporation by Reference of Trust Indenture Act. 3 Section 1.4. Rules of Construction. 4 Article II THE SECURITIES 4 Section 2.1. Issuable in Series. 4 Section 2.2. Establishment o |
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November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-42037 SOW GOOD INC. |
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November 14, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): November 14, 2024 SOW GOOD INC. |
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November 14, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-3 (Form Type) Sow Good Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forw |
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November 14, 2024 |
Exhibit 1.2 Sow Good Inc. Shares of Common Stock SALES AGREEMENT November 14, 2024 Needham & Company, LLC 250 Park Avenue New York, New York 10177 Ladies and Gentlemen: Sow Good Inc., a Delaware corporation (the “Company”), confirms as follows its agreements with Needham & Company, LLC (“Needham” or the “Sales Agent”). 1. Issuance and Sale of Shares. (a) On the basis of the representations, warran |
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October 31, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Sow Good Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, par value $0.001 per |
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October 31, 2024 |
As filed with the Securities and Exchange Commission on October 31, 2024 S-8 1 sowg-20241031.htm S-8 As filed with the Securities and Exchange Commission on October 31, 2024 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Sow Good Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 27-2345075 (State or other jurisdiction of incorporation or or |
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September 18, 2024 |
Sow Good Inc. 1440 N Union Bower Rd Irving, TX 75061 RW 1 formrwseptember2024.htm RW Sow Good Inc. 1440 N Union Bower Rd Irving, TX 75061 September 18, 2024 Via Edgar U.S. Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, NE Washington, D.C. 20549 Re: Sow Good Inc. Request to Withdraw Registration Statement on Form S-1 Filed on November 21, 2023 File No. 333-275688 Ladies and Gentlemen: Pursuant |
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August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-42037 SOW GOOD INC. |
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August 14, 2024 |
Exhibit 99.1 Sow Good Reports Strong Second Quarter 2024 Results - Q2 Revenue Increased 37% Sequentially to $15.6 Million, Driving Net Income of $3.3 Million or $0.29 per Diluted Share - IRVING, TEXAS, August 14, 2024 – Sow Good Inc. (Nasdaq: SOWG) (“Sow Good” or “the Company”), a trailblazer in the freeze-dried dried candy and treat industry, is reporting financial and operating results for the s |
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August 14, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): August 14, 2024 SOW GOOD INC. |
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August 12, 2024 |
SOWG / Sow Good Inc. / Fischer Benno - SC 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (Amendment No. 3) SOW GOOD INC. (Name of Issuer) Common Stock (Title of Class of Securities) 84612H106 (CUSIP Number) June 30, 2024 (Date of Event Which Requires Filing of |
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May 31, 2024 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders 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): May 30, 2024 SOW GOOD INC. |
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May 29, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 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): May 22, 2024 SOW GOOD INC. |
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May 29, 2024 |
Industrial Lease by and between the Company and USCIF Pinnacle Building B LLC, dated May 22, 2024 Exhibit 10.1 INDUSTRIAL LEASE by and between USCIF PINNACE BUILDING B LLC (“Landlord”) and SOW GOOD INC. (“Tenant”) Dated as of May 22, 2024 (the "Effective Date") TABLE OF CONTENTS 1. COMMENCEMENT.............................................................................................................................4 2. BASE RENT AND LETTER OF CREDIT........................................... |
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May 29, 2024 |
Exhibit 99.1 Sow Good Signs Lease for New Distribution Facility in Dallas, Texas New 324,000 sq. ft. Facility Expected to Significantly Increase In-House Production Capacity Dallas Facility Expected to House All Incoming Additional Freeze Driers IRVING, TEXAS, May 29, 2024 – Sow Good, Inc. (Nasdaq: SOWG) (“Sow Good” or “the Company”), a trailblazer in the freeze-dried candy and treat industry, pro |
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May 15, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): May 15, 2024 SOW GOOD INC. |
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May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-42037 SOW GOOD INC. |
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May 15, 2024 |
Exhibit 99.1 Sow Good Reports Strong First Quarter 2024 Results - Q1 Revenue Increased 20% Sequentially to $11.4 Million - - Commenced Trading on Nasdaq on May 2, 2024, Marking Key Corporate Milestone - IRVING, TEXAS, May 15, 2024 – Sow Good Inc. (Nasdaq: SOWG) (“Sow Good” or “the Company”), a trailblazer in the freeze dried candy and treat industry, is reporting financial and operating results fo |
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May 10, 2024 |
SOWG / Sow Good Inc. / Fischer Benno - SC 13G/A Passive Investment SC 13G/A 1 bennofischer3.31.2413.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (Amendment No. 2) SOW GOOD INC. (Name of Issuer) Common Stock (Title of Class of Securities) 84612H106 (CUSIP Number) March 31 |
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May 9, 2024 |
Financial Statements and Exhibits, Other Events 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): May 9, 2024 SOW GOOD INC. |
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May 9, 2024 |
Sow Good Announces Exercise of Overallotment Option from Public Offering Sow Good Announces Exercise of Overallotment Option from Public Offering IRVING, Texas, May 9, 2024 - Sow Good Inc. |
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May 3, 2024 |
1,200,000 Shares SOW GOOD INC. Common Stock 424B4 1 424prospectus.htm 424B4 Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-277042 1,200,000 Shares SOW GOOD INC. Common Stock This is a public offering of shares of common stock, par value $0.001 per share (“common stock”) of Sow Good Inc. We are offering 1,200,000 shares of our common stock. The public offering price is $10.00 per share. Our common stock was previousl |
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May 2, 2024 |
Financial Statements and Exhibits, Other Events 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): May 2, 2024 SOW GOOD INC. |
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May 2, 2024 |
Sow Good Announces Nasdaq Uplisting and Pricing of $12 Million Public Offering Sow Good Announces Nasdaq Uplisting and Pricing of $12 Million Public Offering IRVING, Texas, May 2, 2024 - Sow Good Inc. |
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April 29, 2024 |
April 29, 2024 VIA EDGAR Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N. |
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April 29, 2024 |
April 29, 2024 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Sow Good Inc. Registration Statement on Form S-1 File No. 333-277042 Acceleration Request Requested Date: May 1, 2024 Requested Time: 4:30 p.m., New York Time Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), |
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April 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Sow Good Inc. |
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April 29, 2024 |
April 29, 2024 VIA EDGAR Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N. |
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April 25, 2024 |
Table of Contents Registration No. 333-277042 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 4 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SOW GOOD INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 2034 (Primary Standard Industrial Classification Code Num |
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April 25, 2024 |
DLA Piper LLP (US) 303 Colorado Street, Suite 3000 Austin, TX, 78701 www.dlapiper.com Drew Valentine [email protected] T (512) 457-7019 April 25, 2024 Via Edgar U.S. Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, NE Washington, D.C. 20549 Attention: Charles Eastman Hugh West Sarah Sidwell Jay Ingram Re: Sow Good Inc. Registrati |
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April 22, 2024 |
Form of Representative Warrant Exhibit 4.8 UNDERWRITER WARRANT PURSUANT TO THE TERMS OF SECTION 1 OF THIS WARRANT, ALL OR A PORTION OF THIS WARRANT MAY HAVE BEEN EXERCISED, AND THEREFORE THE ACTUAL NUMBER OF WARRANT SHARES REPRESENTED BY THIS WARRANT MAY BE LESS THAN THE AMOUNT SET FORTH ON THE FACE HEREOF. Sow good inc. Warrant To Purchase Common Stock Warrant No.: Number of Shares of Common Stock: Date of Issuance: ● (“Issuan |
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April 22, 2024 |
DLA Piper LLP (US) 303 Colorado Street, Suite 3000 Austin, TX, 78701 www.dlapiper.com Drew Valentine [email protected] T (512) 457-7019 April 22, 2024 Via Edgar U.S. Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, NE Washington, D.C. 20549 Attention: Charles Eastman Hugh West Sarah Sidwell Jay Ingram Re: Sow Good Inc. Registrati |
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April 22, 2024 |
Table of Contents Registration No. 333-277042 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SOW GOOD INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 2034 (Primary Standard Industrial Classification Code Num |
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April 22, 2024 |
Form of Underwriting Agreement Exhibit 1.1 SOW GOOD INC. UNDERWRITING AGREEMENT [●] Shares of Common Stock [ ], 2024 Roth Capital Partners, LLC As the Representative of the Several Underwriters Named on Schedule I hereto 888 San Clemente Drive, Suite 400 Newport Beach, CA 92660 Ladies and Gentlemen: Sow Good Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and |
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April 19, 2024 |
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): April 15, 2024 SOW GOOD INC. |
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April 19, 2024 |
Form of Amendment to Promissory Note Exhibit 10.1 AMENDMENT TO [] Promissory NOTE This Amendment (this “Amendment”) to [] Promissory Note dated as of [] (the “Note”) is entered into as of April , 2024 by and among Sow Good Inc., a Delaware corporation (the “Company”) and [] (“Holder”). The Company and Holder are sometimes collectively referred to herein as the “Parties.” Unless otherwise specified herein, capitalized terms used but n |
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April 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant☒ Filed by a Party other than the Registrant☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Stateme |
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April 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant☒ Filed by a Party other than the Registrant☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Stateme |
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April 16, 2024 |
Table of Contents Registration No. 333-277042 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SOW GOOD INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 2034 (Primary Standard Industrial Classification Code Num |
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April 16, 2024 |
Sow Good Announces Proposed Public Offering of Common Stock Exhibit 99.1 Sow Good Announces Proposed Public Offering of Common Stock IRVING, Texas, April 16, 2024 - Sow Good Inc. (OTCQB: SOWG), a trailblazer in the freeze dried candy and treat industry, announced that it has commenced an underwritten public offering for expected gross proceeds of approximately $15 million. The Company also expects to grant the underwriters a 30-day option to purchase up to |
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April 16, 2024 |
DLA Piper LLP (US) 303 Colorado Street, Suite 3000 Austin, TX, 78701 www.dlapiper.com Drew Valentine [email protected] T (512) 457-7019 April 16, 2024 Via Edgar U.S. Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, NE Washington, D.C. 20549 Attention: Charles Eastman Hugh West Sarah Sidwell Jay Ingram Re: Sow Good Inc. Registrati |
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April 16, 2024 |
Financial Statements and Exhibits, Other Events 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): April 16, 2024 SOW GOOD INC. |
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April 16, 2024 |
EXHIBIT 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Sow Good Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock $0.001 par value per share Rule 457(o) $ 17,250,000 (1)(2) $ 0.00014760 $ 2,546.10 |
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April 15, 2024 |
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): April 11, 2024 SOW GOOD INC. |
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April 15, 2024 |
Code of Business Conduct and Ethics Exhibit 14.1 SOw Good INC. CODE OF BUSINESS CONDUCT AND ETHICS Introduction It is the general policy of Sow Good Inc. (the “Company”) to conduct its business activities and transactions with the highest level of integrity and ethical standards and in accordance with all applicable laws. In carrying out this policy, the Company has adopted the following Code of Business Conduct and Ethics (this “Co |
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April 15, 2024 |
Employment Agreement, dated April 12, 2024, between Brendon Fischer and Sow Good Inc. Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) dated as of April 15, 2024 (the “Effective Date”), is made by and between Sow Good, Inc., a Delaware corporation (the “Company”), and Brendon Fischer (the “Employee”). RECITALS WHEREAS, this Agreement is being entered into by and among the Company and the Employee; WHEREAS, the Company desires to employ the Employee, an |
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April 2, 2024 |
Sow Good Appoints Brendon Fischer as Interim Chief Financial Officer Exhibit 99.1 Sow Good Appoints Brendon Fischer as Interim Chief Financial Officer IRVING, Texas, April 2, 2024 — Sow Good Inc. (OTCQB: SOWG) ("Sow Good" or “the Company”), a trailblazer in the freeze dried candy and treat industry, announced today that Brendon Fischer has been appointed as the Company’s interim chief financial officer (CFO), following the resignation of the Company’s former CFO, K |
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April 2, 2024 |
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): April 2, 2024 SOW GOOD INC. |
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March 29, 2024 |
Financial Statements and Exhibits, Other Events 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): March 28, 2024 SOW GOOD INC. |
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March 29, 2024 |
Sow Good Announces $3.7M Private Placement Exhibit 99.1 Sow Good Announces $3.7M Private Placement IRVING, Texas, March 28, 2024 - Sow Good Inc. (OTCQB: SOWG), a trailblazer in the freeze dried candy and treat industry, announced today the successful completion of a $3.738M private placement raised from 515,597 newly issued shares. The share price of $7.25 represents an 11.5% premium to Sow Good’s last equity raise in November 2023. Sow Go |
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March 27, 2024 |
Table of Contents Registration No. 333-277042 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SOW GOOD INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 2034 (Primary Standard Industrial Classification Code Num |
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March 27, 2024 |
EXHIBIT 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Sow Good Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price (2) Fee Rate Amount of Registration Fee Equity Common Stock Rule 457(o) $ $ 1 |
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March 27, 2024 |
DLA Piper LLP (US) 303 Colorado Street, Suite 3000 Austin, TX, 78701 www.dlapiper.com Drew Valentine [email protected] T (512) 457-7019 March 27, 2024 Via Edgar U.S. Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, NE Washington, D.C. 20549 Attention: Charles Eastman Hugh West Sarah Sidwell Jay Ingram Re: Sow Good Inc. Registrati |
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March 22, 2024 |
Exhibit 4.2 DESCRIPTION OF SECURITIES General Our Articles of Incorporation authorize us to issue up to 520,000,000 shares of capital stock, consisting of 500,000,000 shares of common stock, par value $0.001 per share, and 20,000,000 shares of preferred stock, par value $0.001 per share, of which 5,603,083 shares of common stock and no shares of preferred stock were issued and outstanding as of Se |
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March 22, 2024 |
Table of Contents U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1933 For the fiscal year ended: December 31, 2023 Commission file number 000-53952 SOW GOOD INC. (Exact name of registrant as specified in |
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March 22, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): March 22, 2024 Sow Good Inc. (Exact name of registrant as specified in its charter) Delaware 000-53952 27-2345075 (State or other jurisdiction of incorporation) (Commission File Numbe |
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March 22, 2024 |
Form of Common Stock Certificate of Sow Good Inc. Exhibit 4.1 |
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March 22, 2024 |
Policy for Recovery of Erroneously Awarded Incentive Compensation Exhibit 97.1 SOW GOOD INC. POLICY FOR RECOVERY OF ERRONEOUSLY AWARDED INCENTIVE COMPENSATION 1. INTRODUCTION Sow Good Inc. (the “Company”) is adopting this policy (this “Policy”) to provide for the Company’s recovery of certain Incentive Compensation (as defined below) erroneously awarded to Affected Officers (as defined below) under certain circumstances. This Policy is administered by the Compen |
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March 22, 2024 |
Exhibit 99.1 Sow Good Reports Strong Fourth Quarter and Full Year 2023 Results - Q4 Revenue Increased 89% Sequentially to a Record $9.5 Million, Driven by Ongoing Customer Demand Strength - - Revenue for the Full Year 2023 Increased to $16.1 Million Compared to $428.1k in 2022 - IRVING, TEXAS, March 22, 2024 – Sow Good Inc. (OTCQB: SOWG) (“Sow Good” or “the Company”), a trailblazer in the freeze d |
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March 19, 2024 |
Investor presentation dated March 2024. Exhibit 99.1 |
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March 19, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): March 19, 2024 Sow Good Inc. (Exact name of registrant as specified in its charter) Delaware 000-53952 27-2345075 (State or other jurisdiction of incorporation) (Commission File Numbe |
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March 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): March 8, 2024 Sow Good Inc. (Exact name of registrant as specified in its charter) Delaware 000-53952 27-2345075 (State or other jurisdiction of incorporation) (Commission File Number |
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March 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): March 2, 2024 Sow Good Inc. (Exact name of registrant as specified in its charter) Delaware 000-53952 27-2345075 (State or other jurisdiction of incorporation) (Commission File Number |
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February 22, 2024 |
Exhibit 3.4 AMENDED AND RESTATED B Y L A W S OF SOW GOOD INC. (a Delaware corporation) TABLE OF CONTENTS Page ARTICLE 1 Offices 1 1.1 Registered Office 1 1.2 Other Offices 1 ARTICLE 2 Meeting of Stockholders 1 2.1 Place of Meeting 1 2.2 Annual Meeting. 1 2.3 Advance Notice of Business to be Brought Before a Meeting. 2 2.4 Advance Notice of Nominations for Election of Directors at a Meeting. 5 2.5 |
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February 22, 2024 |
Form of 2024 Restricted Stock Agreement Exhibit 10.3 SOW GOOD, INC. 2024 STOCK INCENTIVE PLAN RESTRICTED STOCK AGREEMENT The Plan and Other Agreements The Restricted Shares that you are receiving are granted pursuant and subject in all respects to the applicable provisions of the Plan, which is incorporated herein by reference. Capitalized terms not defined in this Agreement will have the meanings ascribed to them in the Plan. The attac |
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February 22, 2024 |
Exhibit 10.4 SOW GOOD, INC. 2024 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT The Plan and Other Agreements The RSUs that you are receiving are granted pursuant and subject in all respects to the applicable provisions of the Plan, which is incorporated herein by reference. Capitalized terms not defined in this Agreement will have the meanings ascribed to them in the Plan. The attached Noti |
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February 22, 2024 |
Exhibit 3.3 CERTIFICATE OF INCORPORATION OF SOW GOOD INC. ARTICLE I The name of the corporation is Sow Good Inc. (the “Corporation”). ARTICLE II The registered agent and the address of the registered office in the State of Delaware are: The Corporation Trust Company, 1209 Orange St., Corporation Trust Center, Wilmington, New Castle County, DE 19801 ARTICLE III The purpose of the Corporation is to |
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February 22, 2024 |
Exhibit 3.2 STATE OF DELAWARE CERTIFICATE OF CONVERSION OF SOW GOOD INC., A NEVADA CORPORATION TO SOW GOOD INC., A DELAWARE CORPORATION, PURSUANT TO SECTION 265 OF THE DELAWARE GENERAL CORPORATION LAW February 15, 2024 The undersigned, as authorized officer and for the purpose of converting a Nevada corporation to a Delaware corporation under the Delaware General Corporation Law (8 Del. C. § 1-265 |
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February 22, 2024 |
Form of 2024 Stock Option Agreement Exhibit 10.2 SOW GOOD, INC. 2024 STOCK INCENTIVE PLAN STOCK OPTION AGREEMENT The Plan and Other Agreements The Option that you are receiving is granted pursuant and subject in all respects to the applicable provisions of the Plan, which is incorporated herein by reference. Capitalized terms not defined in this Agreement will have the meanings ascribed to them in the Plan. The attached Notice of St |
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February 22, 2024 |
Plan of Conversion of Sow Good Inc Exhibit 2.1 PLAN OF CONVERSION OF SOW GOOD INC. (A Nevada corporation) INTO SOW GOOD INC. (A Delaware corporation) February 15, 2024 This Plan of Conversion (this “Plan”) is adopted by Sow Good Inc., a Nevada corporation (the “Converting Entity”), to convert into Sow Good Inc., a Delaware corporation (the “Converted Entity,” and together with the Converting Entity, the “Constituent Entities”), pur |
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February 22, 2024 |
-12-31 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): February 15, 2024 Sow Good Inc. (Exact name of registrant as specified in its charter) Delaware 000-53952 27-2345075 (State or other jurisdiction of incorporation) (Commission |
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February 22, 2024 |
Exhibit 3.1 |
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February 22, 2024 |
Sow Good Inc. 2024 Stock Incentive Plan, dated February 14, 2024 Exhibit 10.1 SOW GOOD, INC. 2024 STOCK INCENTIVE PLAN Effective Date: February 15, 2024 TABLE OF CONTENTS Page SECTION 1. ESTABLISHMENT AND PURPOSE. 1 SECTION 2. DEFINITIONS. 1 (a) “2012 Plan” 1 (b) “2016 Plan” 1 (c) “2018 Plan” 1 (d) “2020 Plan”. 1 (e) “Affiliate” 1 (f) “Award” 1 (g) “Award Agreement” 1 (h) “Board of Directors” or “Board” 1 (i) “Cash-Based Award” 1 (j) “Change in Control” 1 (k) “ |
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February 13, 2024 |
Table of Contents Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SOW GOOD INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) 2034 (Primary Standard Industrial Classification Code Number) 27-2345075 (I.R. |
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February 13, 2024 |
EXHIBIT 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Sow Good Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price (2) Fee Rate Amount of Registration Fee Equity Common Stock Rule 457(o) $ $ 1 |
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January 29, 2024 |
SOWG / Sow Good Inc. / Fischer Benno - SCHEDULE 13G/A Passive Investment SC 13G/A 1 bf20240124sc13ga.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (Amendment No. 1) SOW GOOD INC. (Name of Issuer) Common Stock (Title of Class of Securities) 84612H106 (CUSIP Number) December |
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January 25, 2024 |
Amendment to 2020 Stock Incentive Plan, dated January 9, 2023 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 INFORMATION STATEMENT PURSUANT TO SECTION 14(C) OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED SCHEDULE 14C (RULE 14C-101) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☒ Definitive Information Statement ☐ Confidential, for Use of the |
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January 25, 2024 |
Exhibit 10.1 SUBLEASE AGREEMENT (THE "AGREEMENT") CONCLUDED BETWEEN THE COMPANY DENOMINATED PAPSA MERX S. DE R.L. DE C.V., REPRESENTED IN THIS ACT BY MS. MARTHA ELVA SEPULVEDA ELIZONDO, HEREAFTER THE "SUBLESSOR", AND BY THE COMPANY DENOMINATED SOW GOOD, INC., IN THIS ACT REPRESENTED BY CLAUDIA GOLDFARB, HEREAFTER THE "SUBLESSEE", PER THE FOLLOWING STATEMENTS AND CLAUSES: CONTRATO DE SUBARRENDAMIEN |
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January 25, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): January 19, 2024 Sow Good Inc. (Exact name of registrant as specified in its charter) Nevada 000-53952 27-2345075 (State or other jurisdiction of incorporation) (Commission File Numbe |
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January 19, 2024 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 INFORMATION STATEMENT PURSUANT TO SECTION 14(C) OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED SCHEDULE 14C (RULE 14C-101) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☒ Definitive Information Statement ☐ Confidential, for Use of the |
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January 16, 2024 |
Sow Good Releases Strong Preliminary Fourth Quarter and Full Year 2023 Results Exhibit 99.1 Sow Good Releases Strong Preliminary Fourth Quarter and Full Year 2023 Results IRVING, Texas, Jan. 16, 2024 — Sow Good Inc. (OTCQB: SOWG) ("Sow Good" or “the Company”), a trailblazer in the freeze dried candy and treat industry, is announcing selected preliminary unaudited financial results for the fourth quarter and full year ended December 31, 2023. Preliminary Fourth Quarter and Fu |
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January 16, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): January 16, 2024 SOW GOOD INC. |
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January 11, 2024 |
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): January 5, 2024 SOW GOOD INC. |
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January 11, 2024 |
Employment Agreement, dated December 1, 2023, between Keith Terreri and Sow Good Inc. Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) dated as of December 1, 2023 (the “Effective Date”), is made by and between Sow Good, Inc., a Delaware corporation (the “Company”), and Keith Terreri (the “Employee”). RECITALS WHEREAS, this Agreement is being entered into by and among the Company and the Employee; WHEREAS, the Company desires to employ the Employee, an |
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January 9, 2024 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 INFORMATION STATEMENT PURSUANT TO SECTION 14(C) OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED SCHEDULE 14C (RULE 14C-101) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Definitive Information Statement ☐ Confidential, for Use of the |
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December 20, 2023 |
Exhibit 10.2 AMENDED EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (“Agreement”) is entered into on December 15, 2023 (“Effective Date”) by and between Claudia Goldfarb (“Employee”) and Sow Good, Inc. (the “Company”). WHEREAS, the Company and Employee entered into an employment agreement dated October 1, 2020 (the “Original Agreement”), to employ Employee in the position of Ch |
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December 20, 2023 |
Exhibit 10.1 AMENDED EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (“Agreement”) is entered into on December 15, 2023 (“Effective Date”) by and between Ira Goldfarb (“Employee”) and Sow Good, Inc. (the “Company”). WHEREAS, the Company and Employee entered into an employment agreement dated October 1, 2020 (the “Original Agreement”), to employ Employee in the position of Execut |
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December 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 15, 2023 Sow Good Inc. (Exact name of registrant as specified in its charter) Nevada 000-53952 27-2345075 (State or other jurisdiction of incorporation) (Commission File Numb |
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November 21, 2023 |
Offer Letter dated November 13, 2023 Exhibit 10.1 Dear Keith Terreri, November 13, 2023 We are very pleased to offer you a position with Sow Good, Inc., as our Chief Financial Officer. Your start date would be December 4th,2023. Your core responsibilities would be all CFO Functions typical for a business our size. Your compensation package is as follows: Base Salary: $270,000 Bonus: Up to 25% of salary based on Financial, Reporting, |
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November 21, 2023 |
Sow Good Announces $2.8M Private Placement and Hiring of Chief Financial Officer Exhibit 99.1 Sow Good Announces $2.8M Private Placement and Hiring of Chief Financial Officer IRVING, Texas, November 21, 2023 – Sow Good Inc. (OTCQB: SOWG), a trailblazer in the freeze-dried candy and treat industry, announced today the successful completion of a $2.77M private placement raised from 426,288 newly issued shares. The share price of $6.50 represents a 30% premium to Sow Good’s last |
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November 21, 2023 |
Exhibit 107 CALCULATION OF FILING FEE TABLES FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Sow Good Inc. |
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November 21, 2023 |
Table of Contents Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SOW GOOD INC. (Exact name of registrant as specified in its charter) Nevada 2034 27-2345075 (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.R. |
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November 21, 2023 |
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): November 20, 2023 SOW GOOD INC. |
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November 14, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 14, 2023 Sow Good Inc. (Exact name of registrant as specified in its charter) Nevada 000-53952 27-2345075 (State or other jurisdiction of incorporation) (Commission File Numb |
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November 14, 2023 |
Exhibit 99.1 Sow Good Reports Third Quarter 2023 Results - Q3 Revenue Increased to $5.0 Million Compared to $87.7k in the Year-Ago Quarter, Driven by Accelerating Demand for Freeze-Dried Candy Products - - Continued Construction on Three Additional Freeze Driers to Bolster Production Capacity Expansion - - Increased Distribution Footprint Through Leasing a 51,000 Square Foot Warehouse in Irving, T |
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November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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October 31, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 26, 2023 Sow Good Inc. (Exact name of registrant as specified in its charter) Nevada 000-53952 27-2345075 (State or other jurisdiction of incorporation) (Commission File Numbe |
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October 31, 2023 |
Lease Agreement by and between Prologis, Inc. and the Company, dated October 26, 2023 Exhibit 10.1 THIS LEASE is made between Landlord and Tenant as of the Effective Date below. 1. Defined Terms. a) Effective Date: 26 October 2023 b) Landlord: PROLOGIS, a Maryland real estate investment trust c) Landlord Notice Address: Prologis 2021 McKinney Avenue Suite 1050 Dallas, Texas 75201 With copy to: Prologis Attn. General Counsel 1800 Wazee Street Suite 500 Denver, CO 80202 d) Tenant: SO |
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September 6, 2023 |
Sow Good Announces $3.7M Private Placement, New Market Penetration Exhibit 99.1 Sow Good Announces $3.7M Private Placement, New Market Penetration IRVING, Texas, September 6, 2023 – Sow Good Inc., a trailblazer in the freeze-dried candy industry, announced today the successful completion of a $3.7M private placement raised from 735,000 newly issued shares. The share price of $5.00 represents an 18% premium to Sow Good’s last equity raise in 2021. Sow Good is thri |
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September 6, 2023 |
Financial Statements and Exhibits, Other Events 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): September 6, 2023 SOW GOOD INC. |
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August 30, 2023 |
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): August 25, 2023 SOW GOOD INC. |
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August 30, 2023 |
Exhibit 10.1 STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT (this “Agreement”) dated August 25, 2023 (the “Closing Date”) is entered into by and among Sow Good Inc., a Nevada corporation (the “Company”) and the parties indicated as Purchasers on one or more counterpart signature pages hereof (each of which is a “Purchaser,” and collectively the “Purchasers”). WHEREAS, subject to the terms |
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August 29, 2023 |
GRMN / Garmin Ltd / Fischer Benno - SCHEDULE 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Initial Filing)* SOW GOOD INC. (Name of Issuer) Common Stock (Title of Class of Securities) 84612H106 (CUSIP Number) August 25, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [] Rule |
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August 23, 2023 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant 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): August 23, 2023 SOW GOOD INC. |
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August 23, 2023 |
Letter to Securities and Exchange Commission from M&K CPAS, PLLC, dated August 23, 2023 Exhibit 16.1 August 23, 2023 Securities and Exchange Commission 100 F. Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Sow Good Inc., which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K, as part of the Form 8-K filing of Sow Good, Inc. dated August 23, 2023. We agree with the statements concerning our |
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August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-53952 SOW GOOD |
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June 22, 2023 |
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): June 22, 2023 SOW GOOD INC. |
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June 22, 2023 |
Sow Good Inc. Exceeds Expectations in Freeze Dried Candy Market Debut Exhibit 99.1 Sow Good Inc. Exceeds Expectations in Freeze Dried Candy Market Debut IRVING, TX June 22, 2023 – Sow Good Inc. is thrilled to share that its newly launched freeze dried candy line has performed exceptionally well, with sales already exceeding $1 million. Surpassing projected growth and demand trajectories, Sow Good has firmly established itself as a frontrunner in the freeze dried can |
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May 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-53952 SOW GOOD |
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May 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K x Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐Transition Report on Form 10-Q For the Transition Period |
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May 15, 2023 |
Exhibit 10.1 NOTE AND WARRANT PURCHASE AGREEMENT This NOTE AND WARRANT PURCHASE AGREEMENT (this “Agreement”) dated May 11, 2023 (the “Closing Date”) is entered into by and among Sow Good Inc., a Nevada corporation (the “Company”) and the parties indicated as Purchasers on one or more counterpart signature pages hereof (each of which is a “Purchaser,” and collectively the “Purchasers”). WHEREAS, su |
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May 15, 2023 |
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): May 11, 2023 SOW GOOD INC. |
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May 15, 2023 |
Exhibit 4.1 NEITHER THIS WARRANT NOR ANY OF THE SECURITIES ISSUABLE HEREUNDER HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE SECURITIES LAWS OF ANY STATE. THEY HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. THEY MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGI |
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May 15, 2023 |
Form of May 2023 Promissory Note Exhibit 10.2 THE SECURITIES REPRESENTED BY THIS INSTRUMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE SECURITIES LAWS OF ANY STATE. THEY HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. THEY MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEM |
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May 15, 2023 |
Sow Good, Inc. Announces Freeze Dried Candy Launch & Increased Production Capacity May 11, 2023 Exhibit 99.1 Sow Good, Inc. Announces Freeze Dried Candy Launch & Increased Production Capacity May 11, 2023 Irving, Texas, May 11, 2023 — Sow Good, Inc. (OTCQB:SOWG) announced its entry into the freeze dried candy space and the addition of two additional freeze driers. We believe these additions increase annual production capacity to approximately $35 million. Sow Good’s increased capacity allows |
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May 12, 2023 |
SOWG / Sow Good Inc / Fischer Benno - SCHEDULE 13G (INITIAL FILING) Passive Investment SC 13G 1 sowg-sc13g05122023.htm SCHEDULE 13G (INITIAL FILING) SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (Initial Filing)* SOW GOOD INC. (Name of Issuer) Common Stock (Title of Class of Securities) 84612H106 (CUSIP N |
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May 1, 2023 |
Form of April 2023 Promissory Note Exhibit 10.2 THE SECURITIES REPRESENTED BY THIS INSTRUMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE SECURITIES LAWS OF ANY STATE. THEY HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. THEY MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEM |
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May 1, 2023 |
Exhibit 10.1 NOTE AND WARRANT PURCHASE AGREEMENT This NOTE AND WARRANT PURCHASE AGREEMENT (this “Agreement”) dated April 25 2023 (the “Closing Date”) is entered into by and among Sow Good Inc., a Nevada corporation (the “Company”) and the parties indicated as Purchasers on one or more counterpart signature pages hereof (each of which is a “Purchaser,” and collectively the “Purchasers”). WHEREAS, s |
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May 1, 2023 |
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): April 25, 2023 SOW GOOD INC. |
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May 1, 2023 |
Exhibit 4.1 NEITHER THIS WARRANT NOR ANY OF THE SECURITIES ISSUABLE HEREUNDER HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE SECURITIES LAWS OF ANY STATE. THEY HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. THEY MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGI |
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April 14, 2023 |
Table of Contents U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 ☐ For the fiscal year ended: December 31, 2022 Commission file number 000-53952 SOW GOOD INC. (Exact name of registrant as specified in its charter) Nevada 27-2345075 (State of Incorporation) (I.R.S. Employer Identification No.) |
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April 3, 2023 |
UNITED STATES SECURITIES ANDEXCHANGECOMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 Expires:April 30, 2025 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 333-200529 CUSIP NUMBER 68248W 108 (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31 |
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November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For quarterly period ended September 30, 2022 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-53952 SOW |
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August 25, 2022 |
Form of August 2022 Promissory Note Exhibit 10.2 THE SECURITIES REPRESENTED BY THIS INSTRUMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE SECURITIES LAWS OF ANY STATE. THEY HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. THEY MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEM |
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August 25, 2022 |
Form of August 2022 Common Stock Warrant Exhibit 4.1 NEITHER THIS WARRANT NOR ANY OF THE SECURITIES ISSUABLE HEREUNDER HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE SECURITIES LAWS OF ANY STATE. THEY HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. THEY MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGI |
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August 25, 2022 |
Exhibit 10.3 FIRST AMENDMENT TO APRIL 2022 PROMISSORY NOTES This Amendment, effective as of August 23, 2022 (this "Amendment") amends those certain Promissory Notes, issued April 8, 2022 by Sow Good, Inc. (the "Company") to certain Note Holders, in the aggregate original principal amount of Three Million Seven Hundred Thousand Dollars ($3,700,000.00) (the "Notes"). Capitalized terms used and not o |
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August 25, 2022 |
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): August 23, 2022 SOW GOOD INC. |
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August 25, 2022 |
Exhibit 10.1 NOTE AND WARRANT PURCHASE AGREEMENT This NOTE AND WARRANT PURCHASE AGREEMENT (this “Agreement”) dated August 23, 2022 (the “Closing Date”) is entered into by and among Sow Good Inc., a Nevada corporation (the “Company”) and the parties indicated as Purchasers on one or more counterpart signature pages hereof (each of which is a “Purchaser,” and collectively the “Purchasers”). WHEREAS, |
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August 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For quarterly period ended June 30, 2022 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-53952 SOW GOOD |
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July 26, 2022 |
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): July 22, 2022 SOW GOOD INC. |
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May 26, 2022 |
Sow Good, Inc. Announces Expansion of Production Capacity and North American Distribution Exhibit 99.1 Sow Good, Inc. Announces Expansion of Production Capacity and North American Distribution May 26, 2022 Irving, Texas, May 26, 2022 — Sow Good, Inc. (OTCQB: SOWG) announced its successful capital raise of $3.7 million (further details available in 8-K filed on 4/14/22), primarily for the construction of the company’s second and third freeze driers. The additional two freeze driers are |
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May 26, 2022 |
Financial Statements and Exhibits, Other Events 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): May 26, 2022 SOW GOOD INC. |
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May 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For quarterly period ended March 31, 2022 or ? TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-53952 SOW GOOD |
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May 3, 2022 |
Separation Agreement and Release, dated May 3, 2022, between Brad Burke and Sow Good Inc. Exhibit 10.1 SEPARATION AGREEMENT AND RELEASE This SEPARATION AGREEMENT AND RELEASE (?Agreement?) is made and entered into by and between BRAD BURKE (?Employee?) and SOW GOOD INC. (the ?Company?). 1. Separation Payment and Vesting of Options. In consideration for the mutual promises exchanged herein and subject to the conditions in this Agreement and provided Employee has not exercised his/her res |
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May 3, 2022 |
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): April 30, 2022 SOW GOOD INC. |
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April 14, 2022 |
Exhibit 10.1 NOTE AND WARRANT PURCHASE AGREEMENT This NOTE AND WARRANT PURCHASE AGREEMENT (this ?Agreement?) dated April 8, 2022 (the ?Closing Date?) is entered into by and among Sow Good Inc., a Nevada corporation (the ?Company?) and the parties indicated as Purchasers on one or more counterpart signature pages hereof (each of which is a ?Purchaser,? and collectively the ?Purchasers?). WHEREAS, s |
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April 14, 2022 |
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): April 8, 2022 SOW GOOD INC. |
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April 14, 2022 |
Form of April 2022 Common Stock Warrant Exhibit 4.1 NEITHER THIS WARRANT NOR ANY OF THE SECURITIES ISSUABLE HEREUNDER HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE SECURITIES LAWS OF ANY STATE. THEY HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. THEY MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGI |
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April 14, 2022 |
Form of April 2022 Promissory Note Exhibit 10.2 THE SECURITIES REPRESENTED BY THIS INSTRUMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE SECURITIES LAWS OF ANY STATE. THEY HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. THEY MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEM |
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April 12, 2022 |
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): April 11, 2022 SOW GOOD INC. |
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March 29, 2022 |
Table of Contents U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 193 For the transition period from to For the fiscal year ended: December 31, 2021 Commission file number 000-53952 SOW GOOD INC. (Exact na |
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March 29, 2022 |
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): March 28, 2022 SOW GOOD INC. |
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January 4, 2022 |
Exhibit 10.2 THE SECURITIES REPRESENTED BY THIS INSTRUMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE SECURITIES LAWS OF ANY STATE. THEY HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. THEY MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEM |
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January 4, 2022 |
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 31, 2021 SOW GOOD INC. |
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January 4, 2022 |
Exhibit 4.1 NEITHER THIS WARRANT NOR ANY OF THE SECURITIES ISSUABLE HEREUNDER HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE SECURITIES LAWS OF ANY STATE. THEY HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. THEY MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGI |
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January 4, 2022 |
Form of Note and Warrant Purchase Agreement Exhibit 10.1 NOTE AND WARRANT PURCHASE AGREEMENT This NOTE AND WARRANT PURCHASE AGREEMENT (this ?Agreement?) dated December 31, 2021 (the ?Closing Date?) is entered into by and among Sow Good Inc., a Nevada corporation (the ?Company?) and the parties indicated as Purchasers on one or more counterpart signature pages hereof (each of which is a ?Purchaser,? and collectively the ?Purchasers?). WHEREA |
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November 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For quarterly period ended September 30, 2021 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-53952 SOW |
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September 7, 2021 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 INFORMATION STATEMENT PURSUANT TO SECTION 14(C) OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED SCHEDULE 14C (RULE 14C-101) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement ? Definitive Information Statement ? Confidential, for Use of the |
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August 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For quarterly period ended June 30, 2021 or ? TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-53952 SOW GOOD |
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July 7, 2021 |
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): July 2, 2021 SOW GOOD INC. |
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July 7, 2021 |
Sow Good Inc. Completes Second Successful Fundraising EXHIBIT 99.1 Sow Good Inc. Completes Second Successful Fundraising Jul 7, 2021 Irving, Texas, July 07, 2021 ? Sow Good Inc. today announced the successful completion of a more than $3.0M private placement raised from 714,701 newly issued shares. The share price of $4.25 represents a 6% premium to Sow Good?s private placement earlier this year. Investors in the private placement included Sow Good?s |
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July 7, 2021 |
EX-10.1 2 sowgoodex1001.htm STOCK PURCHASE AGREEMENT EXHIBIT 10.1 STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT (this “Agreement”) dated June 30, 2021 (the “Closing Date”) is entered into by and among Sow Good Inc., a Nevada corporation (the “Company”) and the parties indicated as Purchasers on one or more counterpart signature pages hereof (each of which is a “Purchaser,” and collectivel |
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May 13, 2021 |
Amendment to 2020 Stock Incentive Plan adopted in March 2021 Exhibit 10.6 THIRD AMENDMENT TO SOW GOOD INC. (f/k/a BLACK RIDGE OIL & GAS, INC.) 2020 STOCK INCENTIVE PLAN This document is the Third Amendment to the Sow Good Inc. 2020 Stock Incentive Plan, as amended (the ?Plan?). W I T N E S S E T H WHEREAS, Sow Good Inc., formerly known as Black Ridge Oil & Gas, Inc. (the ?Company?) has established the Plan; and WHEREAS, Section 10.10 of the Plan permits ame |
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May 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For quarterly period ended March 31, 2021 or ? TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-53952 SOW GOOD |
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May 13, 2021 |
Amendment to 2020 Stock Incentive Plan adopted in October 2020 Exhibit 10.4 AMENDMENT TO BLACK RIDGE OIL & GAS, INC. 2020 STOCK INCENTIVE PLAN This document is the Amendment to the Black Ridge Oil & Gas, Inc. 2020 Stock Incentive Plan, as amended (the ?Plan?). W I T N E S S E T H WHEREAS, Black Ridge Oil & Gas, Inc. (the ?Company?) has established the Plan; and WHEREAS, Section 10.10 of the Plan permits amendment of the Plan by the Board of Directors of the C |
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May 13, 2021 |
Amendment to 2020 Stock Incentive Plan adopted in January 2021 Exhibit 10.5 SECOND AMENDMENT TO BLACK RIDGE OIL & GAS, INC. 2020 STOCK INCENTIVE PLAN This document is the Second Amendment to the Black Ridge Oil & Gas, Inc. 2020 Stock Incentive Plan, as amended (the ?Plan?). W I T N E S S E T H WHEREAS, Black Ridge Oil & Gas, Inc. (the ?Company?) has established the Plan; and WHEREAS, Section 10.10 of the Plan permits amendment of the Plan by the Board of Dire |
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March 31, 2021 |
Employment Agreement, dated October 1, 2020, between Ira Goldfarb and Sow Good Inc. EXHIBIT 10.19 EXECUTION VERSION EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this ?Agreement?) is dated as of October 1, 2020 (the ?Effective Date?), and is entered into by and between BLACK RIDGE OIL & GAS INC. (the ?Company?), and Ira Goldfarb (the ?Employee?). W I T N E S S E T H WHEREAS, the Company desires to employ the Employee, and the Employee desires to be employed by the Company pursu |
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March 31, 2021 |
EXHIBIT 4.14 DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE EXCHANGE ACT The following is a brief description of shares of common stock (“common stock”) of Black Ridge Oil & Gas, Inc. (the “Company,” “we,” “us,” or “our”). The brief description is based upon our Articles of Incorporation, including the Certificate of Amendment to our Articles of Incorporation, (as amended, our “Artic |
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March 31, 2021 |
Amended Employment Agreement, dated January 4, 2021, between Claudia Goldfarb and Sow Good Inc. EX-10.20 8 sowgoodex1020.htm AMENDED EMPLOYMENT AGREEMENT, DATED JANUARY 4, 2021, BETWEEN CLAUDIA GOLDFARB AND SOW GOOD INC. EXHIBIT 10.20 AMENDMENT TO EMPLOYMENT AGREEMENT This Amendment (this “Amendment”) to that certain Employment Agreement dated October 1, 2020 (the “Agreement”) by and between Black Ridge Oil & Gas, Inc. (the “Company”) and Claudia Goldfarb (the “Employee”) is entered into eff |
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March 31, 2021 |
Employment Agreement, dated October 1, 2020, between Claudia Goldfarb and Sow Good Inc. EX-10.18 6 sowgoodex1018.htm EMPLOYMENT AGREEMENT, DATED OCTOBER 1, 2020, BETWEEN CLAUDIA GOLDFARB AND SOW GOOD INC. EXHIBIT 10.18 EXECUTION VERSION EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is dated as of October 1, 2020 (the “Effective Date”), and is entered into by and between BLACK RIDGE OIL & GAS INC. (the “Company”), and Claudia Goldfarb (the “Employee”). W I T N E S |
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March 31, 2021 |
Amendment to 2020 Stock Incentive Plan, dated January 4, 2021 EXHIBIT 4.10 SECOND AMENDMENT TO BLACK RIDGE OIL & GAS, INC. 2020 STOCK INCENTIVE PLAN This document is the Second Amendment to the Black Ridge Oil & Gas, Inc. 2020 Stock Incentive Plan, as amended (the ?Plan?). W I T N E S S E T H WHEREAS, Black Ridge Oil & Gas, Inc. (the ?Company?) has established the Plan; and WHEREAS, Section 10.10 of the Plan permits amendment of the Plan by the Board of Dire |
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March 31, 2021 |
Amended Employment Agreement, dated January 4, 2021, between Ira Goldfarb and Sow Good Inc. EX-10.21 9 sowgoodex1021.htm AMENDED EMPLOYMENT AGREEMENT, DATED JANUARY 4, 2021, BETWEEN IRA GOLDFARB AND SOW GOOD INC. EXHIBIT 10.21 AMENDMENT TO EMPLOYMENT AGREEMENT This Amendment (this “Amendment”) to that certain Employment Agreement dated October 1, 2020 (the “Agreement”) by and between Black Ridge Oil & Gas, Inc. (the “Company”) and Ira Goldfarb (the “Employee”) is entered into effective a |
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March 31, 2021 |
Amendment to 2020 Stock Incentive Plan, dated October 1, 2020 EXHIBIT 4.9 AMENDMENT TO BLACK RIDGE OIL & GAS, INC. 2020 STOCK INCENTIVE PLAN This document is the Amendment to the Black Ridge Oil & Gas, Inc. 2020 Stock Incentive Plan, as amended (the ?Plan?). W I T N E S S E T H WHEREAS, Black Ridge Oil & Gas, Inc. (the ?Company?) has established the Plan; and WHEREAS, Section 10.10 of the Plan permits amendment of the Plan by the Board of Directors of the Co |
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March 31, 2021 |
Table of Contents U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2020 ? TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-53952 SOW GOOD INC. (Exact name of re |
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March 31, 2021 |
Amendment to 2020 Stock Incentive Plan, dated March 19, 2021 EX-4.11 4 sowgoodex0411.htm AMENDMENT TO 2020 STOCK INCENTIVE PLAN, DATED MARCH 19, 2021 EXHIBIT 4.11 THIRD AMENDMENT TO SOW GOOD INC. (f/k/a BLACK RIDGE OIL & GAS, INC.) 2020 STOCK INCENTIVE PLAN This document is the Third Amendment to the Sow Good Inc. 2020 Stock Incentive Plan, as amended (the “Plan”). W I T N E S S E T H WHEREAS, Sow Good Inc., formerly known as Black Ridge Oil & Gas, Inc. (th |
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March 24, 2021 |
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): March 19, 2021 SOW GOOD INC. |
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February 5, 2021 |
Sow Good Announces Successful Fundraising and New Board Member EX-99.1 3 sowgoodex9901.htm PRESS RELEASE Exhibit 99.1 Sow Good Announces Successful Fundraising and New Board Member Sow Good Raises Over $2.5M in Private Placement On February 5th, 2020, Sow Good successfully raised over $2.5M of capital from the sale of 631,250 newly-issued shares in a private placement. Proceeds will be used to fund capital expenditures and working capital investment as Sow Go |
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February 5, 2021 |
EX-10.1 2 sowgoodex1001.htm STOCK PURCHASE AGREEMENT Exhibit 10.1 STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT (this “Agreement”) dated February 5, 2021 (the “Closing Date”) is entered into by and among Sow Good Inc., a Nevada corporation (the “Company”) and the parties indicated as Purchasers on one or more counterpart signature pages hereof (each of which is a “Purchaser,” and collecti |
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February 5, 2021 |
8-K 1 sowgood8k.htm FORM 8-K 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): February 5, 2021 SOW GOOD INC. (Exact name of registrant as specified in its charter) Nevada 000-53952 27-2345075 (State or other jurisdiction of incorporat |
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February 2, 2021 |
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): January 27, 2021 SOW GOOD INC. |
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February 1, 2021 |
SC 13G/A 1 sowgoodsc13ga.htm SCHEDULE 13G AMENDMENT CUSIP No. 84612H106 Page 1 of 6 pages SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 2) Under the Securities Exchange Act of 1934 Sow Good Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 84612H106 (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of this Statement) Check |
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January 22, 2021 |
EX-2.1 2 brogex0201.htm AGREEMENT AND PLAN OF MERGER Exhibit 2.1 AGREEMENT AND PLAN OF MERGER OF SOW GOOD INC. (a Nevada corporation) INTO BLACK RIDGE OIL & GAS, INC. (a Nevada corporation) This Agreement and Plan of Merger is entered into effective as of January 20, 2021, by and between, Black Ridge Oil & Gas, Inc., a Nevada corporation ("Black Ridge") and Sow Good Inc., a Nevada corporation ("So |
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January 22, 2021 |
EX-99.1 4 brogex9901.htm PRESS RELEASE Exhibit 99.1 Black Ridge Oil & Gas Becomes Sow Good and Begins Trading Under SOWG Stock Symbol Sow Good to begin production of differentiated freeze-dried snacks, smoothies and soups from Irving facility in Q1 2021 IRVING, Texas, Jan. 22, 2021-(PR Newswire)—Black Ridge Oil and Gas, Inc. today announced that it has changed its name to Sow Good Inc. to reflect |
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January 22, 2021 |
EX-3.1 3 brogex0301.htm ARTICLES OF MERGER Exhibit 3.1 |
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January 22, 2021 |
8-K 1 brog8k-012121.htm FORM 8-K 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): January 20, 2021 SOW GOOD INC. (Exact name of registrant as specified in its charter) Nevada 000-53952 27-2345075 (State or other jurisdiction of incorp |
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January 8, 2021 |
8-K 1 brog8k.htm FORM 8-K 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): January 4, 2021 BLACK RIDGE OIL & GAS, INC. (Exact name of registrant as specified in its charter) Nevada 000-53952 27-2345075 (State or other jurisdiction of |
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January 4, 2021 |
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 28, 2020 BLACK RIDGE OIL & GAS, INC. |
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January 4, 2021 |
Employment Agreement, dated December 28, 2020, between Brad Burke and Sow Good Inc. EX-10.1 2 brogex1001.htm EMPLOYMENT AGREEMENT Exhibit 10.1 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (this “Agreement”) dated as of December 28, 2020 and effective January 1, 2021 (the “Effective Date”), by and between Black Ridge Oil & Gais, Inc. (to be known as SOW GOOD INC.), a Nevada Corporation (the “Company”), and Brad Burke (the “Employee”). W I T N E S S E T H WHEREAS, this Agreement is be |
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December 17, 2020 |
Exhibit 99.1 S-FDF, LLC FINANCIAL STATEMENTS FOR THE PERIOD FROM INCEPTION (MAY 4, 2020) THROUGH SEPTEMBER 30, 2020 TABLE OF CONTENTS Page Report of Independent Registered Public Accounting Firm, M&K CPAS, PLLC F-1 Balance Sheet as of September 30, 2020 F-2 Statement of Operations for the Period from Inception (May 4, 2020) through September 30, 2020 F-3 Statement of Members’ Capital for the Perio |
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December 17, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A (Amendment No. |
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December 17, 2020 |
BLACK RIDGE OIL & GAS, INC. UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION Exhibit 99.2 BLACK RIDGE OIL & GAS, INC. UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION On October 1, 2020, the Company completed the acquisition from S-FDF, LLC, a Texas limited liability company (the “Seller”) cash and certain other assets and agreements related to the Seller’s freeze-dried fruits and vegetables for human consumption business (the “S-FDF Acquisition”) pursuant to that certai |
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November 25, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 4) Under the Securities Exchange Act of 1934 ALLIED ESPORTS ENTERTAINMENT, INC. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 09216T107 (CUSIP Number) Claudia Goldfarb Black Ridge Oil & Gas, Inc. 1440 N. Union Bower Irving, TX 75061 (Name, Address and Telephone Numb |
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November 12, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For quarterly period ended September 30, 2020 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-5395 |
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November 12, 2020 |
EX-10.12 3 brogex1012.htm SEPARATION AGREEMENT AND RELEASE Exhibit 10.12 SEPARATION AGREEMENT AND RELEASE This SEPARATION AGREEMENT AND RELEASE (“Agreement”) is made and entered into by and between Michael Eisele (“Employee”) and Black Ridge Oil & Gas, Inc. (the “Company”). 1. Separation Payment and Vesting of Options. In consideration for the mutual promises exchanged herein and subject to the co |
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November 12, 2020 |
Exhibit 10.11 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of September 30, 2020 (the “Agreement Date”), by and among Black Ridge Oil & Gas, Inc., a Nevada corporation (the “Company”), and Kenneth DeCubellis ("DeCubellis"). Company and DeCubellis are each a “Party” and collectively are the “Parties.” RECITALS WHE |
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October 6, 2020 |
Black Ridge and S-FDF, LLC Finalize Transaction Announce New Board Members and Interim CFO Exhibit 99.1 Black Ridge and S-FDF, LLC Finalize Transaction Announce New Board Members and Interim CFO Irving, October 6, 2020 Black Ridge Oil & Gas, Inc. (the “Company” or “Black Ridge”) (OTCQB: ANFC) has finalized its previously announced transaction with S-FDF, LLC related to the freeze-dried foods business. Recent developments advancing the growth of the Company include the establishment of a |
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October 6, 2020 |
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): September 30, 2020 BLACK RIDGE OIL & GAS, INC. |
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October 6, 2020 |
Exhibit 2.1 AMENDMENT TO ASSET PURCHASE AGREEMENT This Amendment to aSSET PURCHASE Agreement (“Amendment”) is made as of October 1, 2020 (“Effective Date”), by and between S-FDF, LLC, a Texas limited liability company (“Seller”) and Black Ridge Oil & Gas, Inc., a Nevada corporation (“Company”). RECITALS WHEREAS, Company and Seller are parties to that certain Asset Purchase Agreement dated June 9, |
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September 2, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 3) Under the Securities Exchange Act of 1934 ALLIED ESPORTS ENTERTAINMENT, INC. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 09216T107 (CUSIP Number) Kenneth DeCubellis Black Ridge Oil & Gas, Inc. 110 North 5th Street, Suite 410 Minneapolis, MN 55403 (Name, Address |
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August 12, 2020 |
SC 13D/A 1 brog13da2.htm AMENDMENT NO. 2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 2) Under the Securities Exchange Act of 1934 ALLIED ESPORTS ENTERTAINMENT, INC. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 09216T107 (CUSIP Number) Kenneth DeCubellis Black Ridge Oil & Gas, Inc. 110 North 5th Street, Suite |
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August 11, 2020 |
Promissory Note dated April 24, 2020, between Kensington Bank and Black Ridge Oil & Gas, Inc. Exhibit 10.6 PROMISSORY NOTE Principal Loan Date Maturity Loan No. Call / Coll Account Officer Initials $112,925.00 04-24-2020 04-24-2022 10 1 12176000 DR References in the boxes above are for Lenders use only and do not limit the applicability of this document to any particular loan or item. Any item above containing”***” has been omitted due to text length limitations. Borrower: Black Ridge Oil |
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August 11, 2020 |
Exhibit 10.8 SBA Loan # 6781797900 Application #3303511283 SECURITY AGREEMENT Read this document carefully. It grants the SBA a security interest (lien) in all the property described in paragraph 4. This document is predated. DO NOT CHANGE THE DATE ON THIS DOCUMENT. Page 1 of 5 SBA Loan # 6781797900 Application #3303511283 U.S. Small Business Administration SECURITY AGREEMENT SBA Loan #: 678179790 |
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August 11, 2020 |
Quarterly Report - QUARTERLY REPORT Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For quarterly period ended June 30, 2020 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-53952 (Exact na |
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August 11, 2020 |
Exhibit 10.9 SBA Loan # 6781797900 Application #3303511283 LOAN AUTHORIZATION AND AGREEMENT (LA&A) A PROPERLY SIGNED DOCUMENT IS REQUIRED PRIOR TO ANY DISBURSEMENT CAREFULLY READ THE LA&A: This document describes the terms and conditions of your loan. It is your responsibility to comply with ALL the terms and conditions of your loan. SIGNING THE LA&A: All borrowers must sign the LA&A. · Sign your |
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August 11, 2020 |
Exhibit 10.7 U.S. Small Business Administration NOTE (SECURED DISASTER LOANS) Date: 06.16.2020 Loan Amount: $150,000.00 Annual Interest Rate: 3.75% SBA Loan # 6781797900 Application #3303511283 1. PROMISE TO PAY: In return for a loan, Borrower promises to pay to the order of SBA the amount of one hundred and fifty thousand and 00/100 Dollars ($150,000.00), interest on the unpaid principal balance, |
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August 4, 2020 |
Other Events, Financial Statements and Exhibits 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): August 4, 2020 BLACK RIDGE OIL & GAS, INC. |
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August 4, 2020 |
Exhibit 99.1 Black Ridge Provides Update on Sustain:Us Transaction Construction Underway at State-of-the-Art Facility in Irving, TX Branding and Design Work Underway, Full Scale Production in 4Q 2020 Patent Filings for Proprietary Equipment and Processes by Year-End Minneapolis, August 4, 2020 Black Ridge Oil & Gas, Inc. (the “Company” or “Black Ridge”) (OTCQB: ANFC) provided the following updates |
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July 1, 2020 |
Termination of a Material Definitive Agreement 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): June 30, 2020 BLACK RIDGE OIL & GAS, INC. |
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June 22, 2020 |
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): June 16, 2020 BLACK RIDGE OIL & GAS, INC. |
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June 17, 2020 |
Asset Purchase Agreement dated June 9, 2020, between S-FDF, LLC and Black Ridge Oil & Gas, Inc. Exhibit 10.2 ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (this “Agreement”), dated June 9, 2020, is by and between S-FDF, LLC, a Texas limited liability company (the “Seller”), and Black Ridge Oil & Gas, Inc., a Nevada corporation (the “Company,” and together with the Seller, each a “Party,” and collectively, the “Parties”). Capitalized terms used, but not defied herein shall have the m |
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June 17, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 1) Under the Securities Exchange Act of 1934 ALLIED ESPORTS ENTERTAINMENT, INC. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 09216T107 (CUSIP Number) Kenneth DeCubellis Black Ridge Oil & Gas, Inc. 110 North 5th Street, Suite 410 Minneapolis, MN 55403 (Name, Address |
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June 10, 2020 |
Exhibit 99.1 Black Ridge Oil & Gas, Inc. to Become Sustain:Us, Will Enter Freeze Dried Food Business for Human Consumption Industry veterans Ira Goldfarb and Claudia Goldfarb to contribute $2.5 million in cash and assets Minneapolis, June 10, 2020 Black Ridge Oil & Gas, Inc. (the “Company” or “Black Ridge”) (OTCQB: ANFC) announced that it has entered into an asset purchase agreement with S-FDF LLC |
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June 10, 2020 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): June 10, 2020 BLACK RIDGE OIL & GAS, INC. |
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May 15, 2020 |
EX-10.3 4 brogex1003.htm COMMERCIAL PLEDGE AND SECURITY AGREEMENT Exhibit 10.3 COMMERCIAL PLEDGE AND SECURITY AGREEMENT Principal $700,000.00 Loan Date 03-10-2020 Maturity 03-09-2021 Loan No 22118079 Call / Coll AS Account Officer A05 Initials References in the boxes above are or Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above co |
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May 15, 2020 |
Exhibit 10.4 COMMERCIAL GUARANTY Principal $700,000.00 Loan Date 03-10-2020 Maturity 03-09-2021 Loan No 22118079 Call / Coll AS Account Officer A05 Initials References in the boxes above are or Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above containing ""'" has been omitted due to text length limitations. Borrower Black Ridge Oil |
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May 15, 2020 |
Non reliance letter from M&K CPAS, PLLC pursuant to Item 4.02(b), dated May 11, 2020 EX-7.1 2 brogex0701.htm LETTER Exhibit 7.1 May 15, 2020 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Black Ridge Oil & Gas, Inc. (copy attached), which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.02(b) of Form 8-K, as part of the Form 8-K of Black Ridge Oil & Gas, Inc. d |
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May 15, 2020 |
EX-10.1 2 brogex1001.htm BUSINESS LOAN AGREEMENT Exhibit 10.1 CADENCE BANK BUSINESS LOAN AGREEMENT Principal $700,000.00 Loan Date 03-10-2020 Maturity 03-09-2021 Loan No 22118079 Call / Coll AS Account Officer A05 Initials References in the boxes above are or Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above containing ""'" has bee |
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May 15, 2020 |
8-K 1 brog8k.htm FORM 8-K 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): May 11, 2020 BLACK RIDGE OIL & GAS, INC. (Exact name of registrant as specified in its charter) Nevada 000-53952 27-2345075 (State or other jurisdiction of inc |
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May 15, 2020 |
Annual Report - AMENDED ANNUAL REPORT Table of Contents U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1) ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2019 Commission file number 000-53952 Black Ridge Oil & Gas, Inc. (Exact name of registrant as specified in its charter) Nevada 27-2345075 (State of Incorporation) (I.R. |
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May 15, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For quarterly period ended March 31, 2020 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-53952 (E |
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May 15, 2020 |
Promissory Note dated March 10, 2020, between Cadence Bank, N.A. and Black Ridge Oil & Gas, Inc. Exhibit 10.2 CADENCE BANK PROMISSORY NOTE Principal $700,000.00 Loan Date 03-10-2020 Maturity 03-09-2021 Loan No 22118079 Call / Coll AS Account Officer A05 Initials References in the boxes above are or Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above containing ""'" has been omitted due to text length limitations. Borrower Black |
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May 15, 2020 |
Quarterly Report - FORM 10-Q AMENDMENT 1 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For quarterly period ended September 30, 2019 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Num |
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April 27, 2020 |
8-K 1 blackridge8k.htm FORM 8-K 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): April 24, 2020 BLACK RIDGE OIL & GAS, INC. (Exact name of registrant as specified in its charter) Nevada 000-53952 27-2345075 (State or other jurisdictio |