Form 8-K

8-K — SPLASH BEVERAGE GROUP, INC.

Accession: 0001731122-26-000936

Filed: 2026-07-14

Period: 2026-07-14

CIK: 0001553788

SIC: 2080 (BEVERAGES)

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — e7777_8-k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (e7777_ex99-1.htm)

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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):

July 14, 2026

SPLASH BEVERAGE GROUP, INC.

(Exact name of registrant as specified in its charter)

Nevada

001-40471

34-1720075

(State or other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

1112 N. Flagler Drive

Fort Lauderdale,

Florida

33304

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area

code: (954) 648-7238

(Former name or former address, if changed since last

report.): n/a

Check the appropriate box below if the Form 8-K filing

is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an

emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange

Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark

if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards

provided pursuant to Section 13(a) of the Exchange Act. ☐

Securities registered pursuant to Section 12(b) of

the Act:

Title of Each Class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.001 par value

SBEV

NYSE American LLC

Item 7.01 Regulation FD Disclosure

On July 14, 2026, Splash Beverage Group, Inc. issued

a press release announcing recent settlement agreements with respect to certain obligations and improvements to its balance sheet, and

a 1-for-4 reverse stock split. A copy of the press release is furnished as Exhibit 99.1 of this Current Report on Form 8-K.

The information in this Item 7.01 (including Exhibit

99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”)

or otherwise subject to the liabilities under such section, and shall not be deemed to be incorporated by reference into any filing of

the Company under the Securities Act of 1933 or the Exchange Act.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit

Description

99.1

Press Release dated July 14, 2026

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of

the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto

duly authorized.

SPLASH BEVERAGE GROUP, INC.

Date: July 14, 2026

By:

/s/ Brady Cobb

Name:

Brady Cobb

Title:

Interim Chief Executive Officer

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: e7777_ex99-1.htm · Sequence: 2

EXHIBIT 99.1

Splash Beverage Group Announces Significant Balance

Sheet Improvement and Board Approval of Reverse Stock

Split as Company Continues Strategic Transformation

FORT LAUDERDALE, Fla., July 14, 2026 – Splash

Beverage Group, Inc. (NYSE American: SBEV) (“Splash,” “Splash Beverage” or the “Company”) today announced

two significant actions designed to strengthen the Company’s financial position and advance its previously announced NYSE American

compliance plan.

The Company has successfully negotiated settlements with

multiple legacy creditors representing approximately $3.3 million of accounts payable and accrued liabilities for aggregate cash consideration

of approximately $550,000. As a result, Splash expects to recognize an approximate $2.75 million gain from the extinguishment of indebtedness,

subject to final accounting review. The liability settlements announced today are expected to eliminate approximately 84% of the negotiated

obligations while requiring only approximately 17% of their face value to satisfy those claims.

addition, the Company's Board of Directors has approved a 1-for-4 reverse stock split of

the Company's issued and outstanding common stock. The details of the reverse stock split

are described below.

The reverse stock split is intended to support the Company’s

continued compliance with NYSE American’s minimum share price requirements and forms an important component of the Company’s

previously announced Exchange-approved compliance plan.

Brady Cobb, Interim Chief Executive Officer, commented:

“Today’s announcement reflects continued execution against the strategic and financial roadmap we presented to both our shareholders

and the NYSE American. In just the past few months, we have secured acceptance of our NYSE compliance plan, strengthened our liquidity

through our effective equity line registration, substantially improved our balance sheet through negotiated settlements with legacy creditors,

completed our strategic investment in Avicanna, acquired the exclusive worldwide licensing rights to CannEpil®, and continue advancing

additional initiatives designed to create long-term shareholder value.”

“Negotiating approximately $3.3 million of legacy

liabilities down to roughly $550,000 is a meaningful accomplishment for our shareholders. Every unnecessary legacy obligation that we

remove strengthens our balance sheet, improves stockholders’ equity, and allows us to direct more resources toward executing our

long-term strategy. These settlement agreements reflect disciplined capital allocation and our commitment to rebuilding the Company’s

financial foundation.”

Reverse Stock Split Supports Continued NYSE American

Listing

The Company's Board of Directors has approved

a 1-for-4 reverse stock split of the Company's issued and outstanding common stock.

Upon effectiveness:

● Every

four issued and outstanding shares of the Company’s common stock will automatically

combine into one share of common stock.

● Appropriate

proportional adjustments will be made to outstanding stock options, warrants, restricted

stock units, preferred stock conversion ratios, and shares reserved under the Company’s

equity incentive plans.

● No

fractional shares will be issued as a result of the reverse stock split. Instead, all fractional

shares will be rounded down to the nearest whole share.

● The

number of shares of common stock outstanding will be reduced from approximately 25.2 million

shares to approximately 6.3 million shares.

● The

number of shares of common stock authorized under the Company’s articles of incorporation

will be reduced from 400 million shares to 100 million shares.

● The

Company’s common stock will continue trading on the NYSE American under the symbol

“SBEV” and will receive a new CUSIP number of 84862C401.

The reverse stock split will be effective after the market

closes on July 24, 2026 following the filing and effectiveness of an amendment to the Company’s articles of incorporation, with

the common stock trading on a post-split basis when the market opens on July 27, 2026.

The reverse stock split is intended to support the Company’s

continued compliance with NYSE American’s minimum share price requirements and is a key component of the Company’s previously

announced compliance plan accepted by the Exchange.

“The reverse stock split is an important corporate

action supporting our broader compliance strategy,” Cobb continued. “While a reverse stock split does not change the underlying

value of the Company, maintaining our NYSE American listing is critically important as we continue strengthening our balance sheet and

executing our compliance plan. We believe preserving our national exchange listing enhances our visibility, credibility, liquidity, and

ability to attract a broader universe of institutional and retail investors.”

“Our focus remains disciplined execution. We intend

to continue improving the Company’s financial position, achieving full compliance with NYSE American’s listing standards as

expeditiously as possible, and creating sustainable long-term value for our shareholders.”

About Splash Beverage Group, Inc.

Splash Beverage Group, Inc. (NYSE American: SBEV) is a publicly traded

company headquartered in Fort Lauderdale, Florida. The Company is pursuing a strategic transformation toward becoming a cannabinoid health,

wellness, and biopharmaceutical platform through disciplined capital allocation, strategic investments, acquisitions, and other platform-building

initiatives.

More Information

Splash Beverage Group

Contact Information

Splash Beverage Group

Info@SplashBeverageGroup.com

Media Contact

Angela Gorman

AMWPR

angela@amwpr.com

917-348-0083

Cautionary Note Regarding Forward-Looking Statements

This press release contains forward-looking statements

within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the Company’s efforts

towards balance sheet improvement, an anticipated $2.75 million gain from the extinguishment of indebtedness, capital raising efforts,

completion of a reverse stock split and NYSE American compliance efforts, and plans to create long-term shareholder value. Forward-looking

statements are prefaced by words such as “anticipate,” “expect,” “plan,” “could,” “may,”

“will,” “should,” “would,” “intend,” “potential,” “believe,” “estimate,”

“forecast,” “project,” and similar words.

Forward-looking statements are based on current expectations

and assumptions regarding the Company’s business and future conditions and are subject to inherent uncertainties, risks, and changes

in circumstances that are difficult to predict. Actual results may differ materially from those contemplated by such forward-looking statements

due to a variety of factors, including, without limitation, the possibility that our efforts and strategic initiatives we pursue do not

yield the benefits anticipated or sought, the possibility that projections and expectations with respect to our future operations and

financial results prove to be incorrect including with respect to the anticipated $2.75 million gain from the extinguishment of indebtedness,

our ability to raise the capital necessary to fund and execute on our strategic initiatives and otherwise meet our working capital needs,

our need to comply with NYSE American’s continued listing standards, our ability to recommence revenue generating activities with

our limited staffing, and the status of evolving regulatory conditions within the cannabinoid and wellness industries.

Additional information concerning these and other risk

factors is contained in the Company’s filings with the U.S. Securities and Exchange Commission, including its Annual Report on Form

10-K for the year ended December 31, 2025 and the Final Prospectus on Form 424B3 filed on June 26, 2026. Any forward-looking statement

made by the Company speaks only as of the date on which it is made. The Company undertakes no obligation to publicly update any forward-looking

statements, whether as a result of new information, future developments, or otherwise, except as required by law.

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