Sow Good Inc. Approves Charter Amendment Allowing Written Consents

What Happened

• On August 10, 2026, Sow Good Inc. announced that its stockholders approved an amendment to the Company’s Certificate of Incorporation to permit stockholder action by written consent. The recorded vote was 15,927,316 FOR, 1,087 AGAINST, and 185 ABSTAIN.
• On the same date, holders of a majority of outstanding common shares executed a written consent approving the issuance of shares and other actions necessary to consummate the share purchase agreement among the Company, SOWG Tanzania Inc., Ryzon Materials Limited, Uranex ESIP PTY Limited, Uranex Tanzania Limited, and Magnis Technologies Limited (the “Transaction”), and approving entry into alternative structures to effectuate the Transaction. A copy of the Charter Amendment is filed as Exhibit 3.1.

Key Details

• Date of special meeting / consents: August 10, 2026.
• Vote tally on charter amendment: 15,927,316 FOR; 1,087 AGAINST; 185 ABSTAIN.
• Majority holders executed written consent approving share issuance and related steps to consummate the Transaction involving SOWG Tanzania Inc., Ryzon Materials, Uranex ESIP PTY, Uranex Tanzania, and Magnis Technologies.
• The Company will file and mail (or provide) a Schedule 14C information statement with the SEC and to stockholders per SEC rules.

Why It Matters

• Allowing stockholders to act by written consent can speed approval of corporate actions without holding additional meetings, which is material for governance and transaction timing.
• The executed written consents authorize issuance of shares and alternative structures tied to the Transaction, clearing a key shareholder approval step needed to move the Transaction forward.
• Investors should note that the approval contemplates issuance of shares (which may affect share count), and the Company will provide further disclosure via the Schedule 14C information statement.