8-K - SOWG - Equibles

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

Current Report

Pursuant to Section 13 or 15(d) of the SecuritiesExchange Act of 1934

Date of Report (Date of earliest event reported):

September 6, 2023

SOW GOOD INC.

(Exact name of registrant as specified in its charter)

Nevada	000-53952	27-2345075
(State or other jurisdiction<br><br> <br>of incorporation)	(Commission<br><br> <br>File Number)	(I.R.S. Employer<br><br> <br>Identification No.)

1440 N Union Bower Rd

Irving, TX 75061

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (214) 623-6055

(Former name or former address, if changed since last report)

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))

Securities registered pursuant to Section 12(g)of the Act:

Title of each Class	Trading Symbol	Name of each exchange on which registered
Common Stock	SOWG	OTCQB

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

INFORMATION TO BE INCLUDED IN THE REPORT

Item 8.01.	Other Events.

On September 6, 2023, the Company issued a press release regarding its recent offering and sale of 735,000 shares of the Company’s common stock, at a price of $5.00 per share, as previously disclosed in the Company's Form 8-K filed with the Securities and Exchange Commission on August 30, 2023. A copy of the press release is being furnished to the Securities and Exchange Commission and is attached as Exhibit 99.1 to this Form 8-K

Item 9.01.	Financial Statement and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1	Press Release dated September 6, 2023
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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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.

	SOW GOOD INC.
	By:	/s/ Claudia Goldfarb
		Claudia Goldfarb
		Chief Executive Officer
Date: September 6, 2023

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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 thrilled by the continued sales growth of its freeze dried candy line and ability this raise provides to help meet customer demand.

Three New Freeze Driers by Q1 2024

In the last two months, as its freeze dried candy sales have continued to outpace expectations, Sow Good has increased its workforce by 40%, leased a 12,000 sq foot warehouse, and is in the process of maximizing production capacity. To meet growing customer demand, Sow Good has placed deposits on three additional freeze driers. These freeze driers will double current production capacity and will be operational in Q1 of 2024. Ira Goldfarb, Executive Chairman, stated, “The numbers are extremely exciting and promising. We sell products to our retailers, they sell out. Which is why our customers are increasing order volume and increasing their SKUs assortment. The need for immediate increased capacity is apparent. With our team’s extensive manufacturing expertise and passion for growth, we thrive in rapid scaling environments, and these expansion plans are only the beginning.”

Retail Expansions and New Market Penetration

Sow Good’s retail presence continues growing with its upcoming launch into Cracker Barrel and four SKU launch into 300 Target stores early September. Concurrently, Sow Good’s sales performance maintains a strong upward trajectory with current distributors and retailers, including Hy-Vee, FYE, Big Lots, and Five Below. Sow Good’s partnership with Five Below has expanded from two candy SKUs to four and will include SKUs from Sow Good’s upcoming freeze dried ice cream line, which is expected to launch across all channels in Q4 2023. Additionally, the company’s expansion into the Israeli market has yielded remarkable success, marking the first introduction of such treats in the region and Sow Good’s first foray into international markets.

Claudia Goldfarb, Sow Good CEO, stated, "Our expansion efforts, strategic partnerships, and foray into international markets are all in alignment with our pursuit of relentless innovation and mission to revolutionize and disrupt the candy industry."

About Sow Good Inc.

Sow Good Inc. (OTCQB:SOWG) is a freeze dried candy and snack company based in Irving, TX with an SQF-2 certified facility that holds three freeze driers built using proprietary technology. Sow Good is dedicated to becoming a household brand the revolutionizes the snacking industry with products that are convenient, shelf-stable, and delicious. To purchase Sow Good online or learn more, visit www.thisissowgood.com and follow @thisissowgood on TikTok, Instagram, YouTube, and Facebook.

CONTACT: info@sowginc.com