SCHEDULE: Director Yorke Boosts Splash Beverage Stake to 28.6%

Splash Beverage Group director Justin W. Yorke has increased his beneficial ownership to 28.6% of common stock, signaling intent to exercise control.

Summary

• Justin W. Yorke, a director of Splash Beverage Group, Inc., reported beneficial ownership of 907,979 shares of the company's common stock.
• This represents approximately 28.6% of the 2,414,226 outstanding shares as of October 17, 2025.
• The ownership includes 6,242 direct common shares, 137,153 shares held indirectly through Richland Fund, LLC (an entity Mr. Yorke controls), and 764,583 shares issuable upon exercise of various warrants and stock options.
• A significant portion, 750,000 shares, is issuable from five-year warrants with an exercise price of $0.80 per share, which Mr. Yorke received on July 31, 2025.
• Mr. Yorke's stated purpose for acquiring these securities is to exercise control over the Issuer.
• All warrants held by Mr. Yorke are fully vested.

Sentiment

Score: 8

Explanation: The significant increase in beneficial ownership by a director, coupled with the explicit statement of intent to exercise control, suggests strong insider confidence and potential for active strategic direction, which is generally viewed positively by the market.

Positives

• A director, Justin W. Yorke, has significantly increased his beneficial ownership to 28.6%, indicating strong confidence in the company.
• The stated purpose of exercising control suggests active engagement and a long-term commitment from a key insider.
• The acquisition of 750,000 warrants at an exercise price of $0.80 per share, which are fully vested, provides a clear path to increased equity ownership and aligns insider interests with shareholder value.

Risks

• The calculation of beneficial ownership is complex, and if other derivative securities or beneficial ownership limitations of certain third parties were considered, the reported percentage could be reduced.
• If multiple individuals report over 20% beneficial ownership (as noted in the filing regarding concurrent 13D filings), aggregating them would reduce individual percentages, potentially leading to confusion regarding overall control.

Future Outlook

NA

Management Comments

• He acquired all of his securities with the purpose of exercising control.

Industry Context

This filing indicates a significant increase in insider ownership for Splash Beverage Group, which can be a positive signal in the beverage industry, often characterized by competitive market dynamics and the need for strong leadership. Increased insider stakes can suggest confidence in future growth or strategic direction, potentially differentiating the company from competitors facing similar market pressures.

Legal Proceedings

• Justin W. Yorke has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) during the past five years.
• Justin W. Yorke has not been a party to a civil proceeding or a judicial or administrative body of competent jurisdiction that resulted in a judgment, decree, or final order enjoying future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws during the past five years.

Related Party Transactions

• Justin W. Yorke indirectly owns 137,153 shares of the Issuer's common stock through Richland Fund, LLC, an entity he controls.

Stakeholder Impact

• Shareholders: Increased insider ownership and a stated intent to exercise control could signal greater stability and alignment of interests between management and shareholders, potentially boosting investor confidence.
• Employees: A director's increased stake and commitment to control might imply a more stable long-term vision for the company, which could positively impact employee morale and retention.

Key Dates

Recommendation

The filing reveals a significant increase in beneficial ownership by a director, Justin W. Yorke, to 28.6% of Splash Beverage Group's common stock, with an explicit stated purpose of exercising control. This substantial insider commitment, particularly through the acquisition of 750,000 warrants at a low exercise price of $0.80, signals strong confidence in the company's future prospects and a potential for more active strategic direction. Such a move by a key insider is typically interpreted as a highly bullish indicator, suggesting that the director believes the stock is undervalued and expects significant appreciation or intends to drive value creation. For a seasoned investor, this level of insider conviction warrants a 'strong buy' recommendation, as it aligns management's interests directly with shareholder returns and implies a belief in substantial upside potential.

Keywords

Splash Beverage Group, SBEV, Justin W. Yorke, Schedule 13D, beneficial ownership, insider ownership, corporate control, warrants, stock options, director stake