SEC Filing | National Beverage Corp.

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fizz20210205_8k.htm

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): February 5, 2021

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.)

8100 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 8.01 Other Events

On February 5, 2021, National Beverage Corp. announced its Board of Directors declared a one-for-one stock split in the form of a stock dividend. This press release is furnished as Exhibit 99.1 hereto.

Item 9.01 Financial Statements and Exhibits

(d) Exhibit 99.1	Press release dated February 5, 2021 announcing the company’s Board of Directors declared a one-for-one stock split in the form of a stock dividend.

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: February 8, 2021

EXHIBIT INDEX

99.1	Press release dated February 5, 2021 announcing the company’s Board of Directors declared a one-for-one stock split in the form of a stock dividend.

104	Cover Page Interactive Data File (formatted as Inline XBRL)

ex_224674.htm

Exhibit 99.1

NASDAQ: FIZZ

For Immediate Release

Contact: Office of the Chairman, Grace Keene

NATIONAL BEVERAGE CORP.

ANNOUNCES ONE-FOR-ONE STOCK SPLIT

FORT LAUDERDALE, FL, February 5, 2021 . . . National Beverage Corp. (NASDAQ: FIZZ) today announced its Board of Directors declared a one-for-one stock split in the form of a stock dividend. This dividend will be distributed on February 19, 2021 to shareholders of record on February 16, 2021. Trading will begin on a split-adjusted basis on February 22, 2021.

“This stock dividend reaffirms National Beverage Corp.’s commitment to its shareholders,” stated a company spokesperson. “Over the past 20 years, a FIZZ holder who reinvested all dividends would have multiplied their initial investment by more than 80 times. After the $6.00 per share cash dividend paid January 29, we have returned $20.56 per share, or nearly $1 billion, to FIZZ holders.”

“The key to understanding our successful corporate model is to understand how National Beverage is different from most other public companies. Our company’s innovative talent goes well beyond the ingredients we use to create the finest taste and artistic use of color in our iconic package designs that differentiate our brands from all others. Today, LaCroix is the leading name in the pure sparkling water category. Tomorrow, we see a larger field of opportunity. Our immediate objective is to build on LaCroix’s present foundation to create a global, iconic brand offering a greater range of healthy, refreshing and innovative beverages.”

“With the recent increased market participation by smaller and/or individual investors, we believe this Board action today will enhance market liquidity and provide opportunistic long-term value growth for a wider range of investors,” concluded the spokesperson.

National Beverage plans to announce financial results for its third quarter ended January 30, 2021 on or before March 11, 2021

This press release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The Company disclaims an obligation to update or announce revisions to any forward-looking statements.

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