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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Title of each Class
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Trading Symbol
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Name of each exchange on which registered
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OTCQB
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Item 5.02.
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Item 8.01.
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Other Events.
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Item 9.01.
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Financial Statement and Exhibits.
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Exhibit No.
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Description
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10.1 | Offer Letter dated November 13, 2023 | |
99.1
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document)
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SOW GOOD INC.
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By:
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/s/ Claudia Goldfarb
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Claudia Goldfarb
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Chief Executive Officer
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Date: November 21, 2023
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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, Audit, and Team Building Criteria for Year 2024.
Stock Options 27,000 with a vesting schedule such that 60% with a vesting schedule such that 60% shall vest 3 years past grant date and 20% of the total grant shall vest on year 4 and 5.
Vacation: 3 weeks per year which begins vesting after 60 days and 4 weeks per year after your 2- year anniversary. Vacation can only be used in a maximum of two-week increments.
Health which currently is BCBS Gold, dental and vision for the employee and Spouse is covered at 100%.
Upon acceptance, this letter will constitute the entire understanding between you and Sow Good with regards to your employment with us, and no previous understanding between you and Sow Good, verbal or written shall modify this letter. SOWG will be sending a full employment contract 3-5 days after Offer Letter is signed.
If the above proposal is acceptable, please sign this letter in the space provided below and return it to Sow
Good.
Sincerely
/s/ Claudia Goldfarb
Claudia Goldfarb
CEO
/s/ Keith Terreri | 11/13/23 | ||
Accepted by | Date |
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 equity raise in September 2023. Sow Good is thrilled by the continued sales growth of its freeze dried candy line and the additional flexibility this raise provides to help meet customer demand.
Appointment of Permanent Chief Financial Officer
On November 20, 2023, the board of directors of Sow Good appointed Keith Terreri as its permanent Chief Financial Officer, starting December 4, 2023. Prior to joining the Sow Good team, Keith was the Executive Vice President of Business Operations at NEC Corporation of America (“NEC”) in Irving, TX. Before this role, he spent eight years as NEC’s CFO, and for four of those years, he managed the IT department. Prior to NEC, Keith was the Treasurer for five private and public companies, two of which he helped take public and were subsequently sold.
Claudia Goldfarb, CEO of Sow Good, commented, “Keith brings extensive accounting and public company experience to Sow Good. We believe this appointment will further enhance our financial controls and our work to optimize our operational infrastructure. We look forward to working alongside Keith to advance our strategic growth initiatives.”
Forward-Looking Statements
This press release contains forward-looking statements. Statements other than statements of historical facts contained in this press release may be forward-looking statements. Statements regarding our future financial position, business strategy and plans and objectives of management for future operations, including, among others, statements regarding the offering, expected growth, and future capital expenditures, are forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “estimate,” “project,” “predict,” “believe,” “expect,” “anticipate,” “target,” “plan,” “intend,” “seek,” “goal,” “will,” “should,” “may” or other words and similar expressions that convey the uncertainty of future events or outcomes. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially and adversely different from any future results, performance or achievements expressed or implied by the forward-looking statements. All information provided in this release is as of the date hereof and we undertake no duty to update this information except as required by law.
About Sow Good Inc.
Sow Good Inc. (OTCQB: SOWG) is a trailblazing U.S.-based freeze dried candy and snack manufacturer dedicated to providing consumers with innovative and explosively flavorful freeze dried treats. Sow Good has harnessed the power of our proprietary freeze-drying technology and product-specialized manufacturing facility to transform traditional candy into a novel and exciting everyday confectionaries subcategory that we call freeze dried candy. Sow Good is dedicated to building a company that creates good experiences for our customers and growth for our investors and employees through our core pillars: (i) innovation; (ii) scalability; (iii) manufacturing excellence; (iv) meaningful employment opportunities; and (v) food quality standards. To purchase Sow Good online or learn more, visit www.thisissowgood.com (http://www.thisissowgood.com/) and follow @thisissowgood on TikTok, Instagram, YouTube, and Facebook.
Sow Good Investor Inquiries:
Cody Slach or Jackie Keshner
Gateway Group, Inc.
1-949-574-3860
SOWG@gateway-grp.com
Sow Good Media Inquiries:
Sow Good, Inc.
1-214-623-6055
pr@sowginc.com
Document And Entity Information |
Nov. 20, 2023 |
---|---|
Document Information [Line Items] | |
Entity, Registrant Name | SOW GOOD INC. |
Document, Type | 8-K |
Document, Period End Date | Nov. 20, 2023 |
Entity, Incorporation, State or Country Code | NV |
Entity, File Number | 000-53952 |
Entity, Tax Identification Number | 27-2345075 |
Entity, Address, Address Line One | 1440 N Union Bower Rd |
Entity, Address, City or Town | Irving |
Entity, Address, State or Province | TX |
Entity, Address, Postal Zip Code | 75061 |
City Area Code | 214 |
Local Phone Number | 623-6055 |
Written Communications | false |
Soliciting Material | false |
Pre-commencement Tender Offer | false |
Pre-commencement Issuer Tender Offer | false |
Title of 12(b) Security | Common Stock |
Trading Symbol | SOWG |
Entity, Emerging Growth Company | false |
Amendment Flag | false |
Entity, Central Index Key | 0001490161 |
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