Sow Good Inc 2026季度报告

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition periodfor complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐No☒ The number of shares of registrant’s common stock outstanding as of May 20, 2026 was 20,120,117. Table of Contents PART I.FINANCIAL INFORMATION PART II.OTHER INFORMATION Item 1.Legal Proceedings34Item 1A.Risk Factors34 CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS We are including the following discussion to inform our existing and potential security holders generally of some of the risksand uncertainties that can affect our company and to take advantage of the “safe harbor” protection for forward-looking statements that From time to time, our management or persons acting on our behalf may make forward-looking statements to inform existingand potential security holders about our company. All statements other than statements of historical facts included in this reportregarding our financial position, business strategy, plans and objectives of management for future operations and industry conditionsare forward-looking statements. When used in this report, forward-looking statements are generally accompanied by terms or phrasessuch as “estimate,” “project,” “predict,” “believe,” “expect,” “anticipate,” “target,” “plan,” “intend,” “seek,” “goal,” “will,” “should,” Forward-looking statements involve inherent risks and uncertainties, and important factors (many of which are beyond ourcontrol) that could cause actual results to differ materially from those set forth in the forward-looking statements include the ●our ability to maintain adequate liquidity to meet our financial obligations and operational needs; ●our ability to meet the listing requirements of Nasdaq;●our ability to consummate the acquisition of Uranex Tanzania Limited and Magnis Technologies (Tanzania) Limited, thesole holders of the Nachu Graphite Project, and to receive the anticipated benefits from such acquisition;●our ability to compete successfully against competitors with significantly greater financial and relationship resourcesthan us in the highly competitive industry in which we operate;●our ability to maintain and enhance our brand;●our ability to successfully implement our growth strategies related to launching new products;●our ability to successfully enter new markets internationally;●the effectiveness and efficiency of our marketing programs;●our ability to manage current operations effectively;●our future operating performance; ●our ability to attract new customers or retain existing customers;●our ability to protect and maintain our intellectual property;●the government regulations to which we are subject;●failure to obtain sufficient sales and distributions for our freeze dried product offerings;●the potential for supply chain and shipping disruption and delay; ●the potential for transportation, labor, and raw material cost increases; ●international risks associated with our global operations, including geopolitical conflicts, tariffs or changes in tradepolicies; and ●other risks and uncertainties included in our “Risk Factors.” In addition, statements that “we believe” and similar statements reflect our beliefs and opinions on the relevant subject. Wehave based these forward-looking statements and statements of belief on our current expectations and assumptions about future eventsas of the date of this report. While our management considers these expectations and assumptions to be reasonable, they are inherentlysubject to significant business, economic, competitive, regulatory and other risks and uncertainties, most of which are difficult topredict and many of which are beyond our control. Accordingly, results actually achieved may differ materially from expected results Readers are urged not to place undue reliance on these forward-looking statements, which speak only as of the date of thisreport. We assume no obligation to update any forward-looking statements in order to reflect any event or circumstance that may ariseafter the date of this report, other than as may be required by applicable law or regulation. Readers are urged to carefully review andconsider the various disclosures made by us in our reports filed with the United States Securities and Exchange Commission (the SOW GOOD INC.Notes to Condensed Financial Statements Note 1–Organization and Nature of Business Sow Good Inc. (“SOWG,” “Sow Good,” “us,” “our,” “we,” or the “Company”) is a U.S.-based company that, through a third-party distribution arrangement, participates in the commercialization of freeze-dried candy products. The Company historically Formerly Black Ridge Oil & Gas, Inc. (a business that participated in the acquisition and development of oil and gas l