UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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): October 30, 2026

Sow Good Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware 001-42037 27-2345075
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)

Sow Good Inc.

433 Broadway, Unit 216

New York, NY 10013

(Address of principal executive offices, including Zip Code)

Registrant’s telephone number, including area code: (908) 693-9488

N/A

(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 240.13(c))

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

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, par value $0.001 per share SOWG The Nasdaq Capital Market

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. ☐

Item 1.01 Entry into a Material Definitive Agreement.

On October 30, 2026, SOWG Tanzania Inc., a Delaware corporation and wholly owned subsidiary of Sow Good Inc. (the “Company”), and the Company entered into a Second Outside Date Extension Letter to Share Purchase Agreement (the “Second Extension Letter”) with Ryzon Materials Limited, an Australian unlisted public company (“Ryzon”), Uranex Tanzania Limited (“Uranex”), Magnis Technologies (Tanzania) Limited (“Magnis Tech”), and Uranex ESIP Pty Limited (“Uranex ESIP” and, together with Ryzon, Uranex and Magnis Tech, the “Sellers”) to the previously announced Share Purchase Agreement (the “SPA”), dated April 20, 2026, as amended by that certain Deed of Amendment to Share Purchase Agreement, dated August 21, 2026, and as further amended by that certain Extension Letter, dated October 15, 2026. The Second Extension Letter amends the “Sunset Date” (as defined in the SPA) to December 15, 2026.

The foregoing description of the Second Extension Letter is qualified in its entirety by reference to the full text of the Second Extension Letter, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference therein.

Item 9.01 Financial Statements and Exhibits.
10.1 Second Extension Letter to Share Purchase Agreement
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.
Date: October 30, 2026 By: /s/ Yisroel Goldberg
Yisroel Goldberg

Chief Executive Officer

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