8-K
National Beverage Corp (FIZZ)
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, 2025
National Beverage Corp.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
| 1-14170 | 59-2605822 |
|---|---|
| (Commission File Number) | (IRS Employer Identification No.) |
| 8050 SW Tenth Street, Suite 4000 | |
| Fort Lauderdale, Florida | 33324 |
| (Address of Principal Executive Offices) | (Zip Code) |
(954) 581-0922
(Registrant’s Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each Class | Trading Symbol | Name of each exchange on which registered |
|---|---|---|
| Common Stock, par value $.01 per share | FIZZ | The NASDAQ Global Select Market |
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 (see General Instruction A.2. below):
| ☐ | 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. ☐
Item 2.02 Results of Operations and Financial Condition
On July 2, 2025, National Beverage Corp. (the “Company”) issued a press release announcing financial results for the periods ended May 3, 2025. The information in Item 2.02 of this report, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.
Item 9.01 Financial Statements and Exhibits
| (d) | Exhibit 99.1 | Press release dated July 2, 2025 announcing the Company’s financial results for the periods ended May 3, 2025. |
|---|---|---|
| Exhibit 104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
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 thereunto duly authorized.
National Beverage Corp.
(Registrant)
| By: | /s/ George R. Bracken |
|---|---|
| George R. Bracken | |
| Executive Vice President – Finance | |
| (Principal Financial Officer) |
Date: July 3, 2025
EXHIBIT INDEX
| 99.1 | Press release dated July 2, 2025 announcing the Company’s financial results for the periods ended May 3, 2025. |
|---|---|
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
| --- | --- |
ex_836176.htm
Exhibit 99.1
| NASDAQ: FIZZ<br><br> <br>For Immediate Release<br><br> <br>Contact: Office of the Chairman, Grace Keene |
|---|
NATIONAL BEVERAGE CORP. REPORTS
FOURTH QUARTER AND YEAR-END RESULTS . . .
INNOVATION ACCELERATES GROWTH
FORT LAUDERDALE, FL, July 2, 2025 . . . National Beverage Corp. (NASDAQ: **** FIZZ) today announced positive results for its fourth quarter and fiscal year ended May 3, 2025.
Fourth Quarter *
| ● | Net sales increased 5.5% to $314 million; |
|---|---|
| ● | Operating income increased 8.6% to $57.5 million; |
| --- | --- |
| ● | Net income increased to $44.8 million; and |
| --- | --- |
| ● | Earnings per share increased to $.48. |
| --- | --- |
Fiscal Year *
| ● | Net sales increased to $1.2 billion; |
|---|---|
| ● | Gross margin increased to 37.0% of sales; |
| --- | --- |
| ● | Operating income increased 7.8% to $235 million; and |
| --- | --- |
| ● | Earnings per share increased to $2.00. |
| --- | --- |
“We are very pleased to report strong fourth-quarter results, with net sales, operating profit and net income reaching record highs and both Power **** + **** Brands and carbonated soft drinks posting volume increases. LaCroix’s recent innovations, Sunshine, Cherry Lime and Blackberry Cucumber , began shipping in the fourth quarter, providing a growth stimulus in a challenging consumer environment,” stated a company spokesperson.
-more-
National Beverage Corp.
Page 2
“We have initiated various LaCroix Summer marketing campaigns, including a multi-city bus tour featuring the captivating graphics of LaCroix Sunshine . Moreover, we have partnered with men’s and women’s professional soccer teams and WNBA teams, including the Indiana Fever and, most recently, the Dallas Wings. Our partnership with the Florida Panthers continues to enhance brand awareness with the LaCroix logo prominently displayed on the jerseys of the Stanley Cup winners for the second consecutive year.”
“We inspire our team members to think creatively in all areas, including marketing, social media, BrandED (our unique in-store tasting experience), MerchMx (teams that build creative, themed displays), targeted social media ‘creators’, and numerous consumer events. From our appealing flavor names to unique taste and award-winning graphics, no new flavor is released until . . . it’s perfect . The love and emotional connection that goes into the birth of every new flavor is the result of the imagination and foresight of who we are .”
“The current confluence of events is unprecedented in recent times. The last few years have clearly demonstrated the resilience of the U.S. consumer as well as Team National’s deliberate, long-term operational focus. We begin our new fiscal year with optimism and confidence that our innovative brands are well-positioned to deliver a ‘healthy’ future to our consumers and shareholders,” concluded the spokesperson.
“Patriotism” **** – If Only We Could Bottle It!
-more-
National Beverage Corp.
Page 3
National Beverage Corp.
Consolidated Results for the Periods Ended
May 3, 2025 and April 27, 2024
(in thousands, except per share amounts)
| Fourth Quarter Ended * | Fiscal Year Ended * | |||||||
|---|---|---|---|---|---|---|---|---|
| May 3, 2025 | April 27, 2024 | May 3, 2025 | April 27, 2024 | |||||
| Net Sales | $ | 313,629 | $ | 297,315 | $ | 1,201,354 | $ | 1,191,694 |
| Net Income | $ | 44,761 | $ | 43,721 | $ | 186,821 | $ | 176,732 |
| Earnings Per Common Share | **** | **** | **** | **** | **** | **** | **** | **** |
| Basic | $ | .48 | $ | .47 | $ | 2.00 | $ | 1.89 |
| Diluted | $ | .48 | $ | .47 | $ | 1.99 | $ | 1.89 |
| Average Common Shares Outstanding | **** | **** | **** | **** | **** | **** | **** | **** |
| Basic | **** | 93,620 | **** | 93,550 | **** | 93,607 | **** | 93,429 |
| Diluted | **** | 93,684 | **** | 93,666 | **** | 93,685 | **** | 93,630 |
*The Fourth Quarter and Fiscal Year Ended May 3, 2025 consisted of 14 and 53 weeks, respectively.
This press release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements involve risks, uncertainties and other factors described in the Company's Securities and Exchange
Commission filings which may cause actual results or achievements to differ from the results or achievements expressed or implied by
such statements. The Company disclaims an obligation to update or announce revisions to any forward-looking statements.