Item 2.02. Results of Operations and Financial Condition.






On January 10, 2022, NewAge, Inc. (the "Company") issued a press release
regarding its preliminary financial results for the three months ended December
31, 2021. A copy of the press release is furnished as Exhibit 99.1. The
information contained in Item 2.02 of this Current Report on Form 8-K, including
Exhibit 99.1, is being furnished and shall not be deemed "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended, and is not
incorporated by reference into any filing of the Company whether made before or
after the date hereof, regardless of any general incorporation language in such
filing.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors;


           Appointment of Certain Officers; Compensatory Arrangements of Certain
           Officers.




On January 10, 2022, the board of directors (the "Board") of the Company and
Brent Willis, Chief Executive Officer, agreed that Mr. Willis will resign as
Chief Executive Officer, Director, and employee of the Company, effective
immediately. The Company and Mr. Willis will determine the terms of his
departure at a future date.



The Company intends to begin a search for a new Chief Executive Officer
promptly. No replacement has been appointed to serve as the Company's principal
executive officer during the transition period. The Company expects that, during
this period, the Company's Board will make all principal executive officer-level
determinations and Ed Brennan, the independent Chairman of the Board, will
provide additional guidance and direction to the senior management team on
behalf of the Board during this period.

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal


          Year.




On January 6, 2022, the Board amended the Company's bylaws to permit special
meetings of the Board to be held on less than 48 hours' notice by the Chair if a
majority of the entire Board at the special meeting ratifies the notice of such
special meeting. A copy of the amendment to the bylaws is filed as Exhibit 3.1.

Item 7.01 Regulation FD Disclosure.

On January 10, 2022, the Company announced that its Chief Financial Officer Kevin Manion will participate in the 2022 ICR Conference. The Company's virtual presentation is scheduled for 11:30 a.m. (ET) on Tuesday, January 11, 2022.





The presentation can be accessed at
https://wsw.com/webcast/icr7/register.aspx?conf=icr7&page=nbev&url=https://wsw.com/webcast/icr7/nbev/1596967
and on the Conference Calls page of the Company's Investor Relations website at
https://newagegroup.com/investors. A copy of the press release is furnished as
Exhibit 99.2.



The information contained in Item 7.01 of this Current Report on Form 8-K,
including Exhibit 99.2, is being furnished and shall not be deemed "filed" for
purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and
is not incorporated by reference into any filing of the Company whether made
before or after the date hereof, regardless of any general incorporation
language in such filing.

Item 9.01 Financial Statements and Exhibits.





(d) Exhibits.



Exhibit No.   Description

3.1             Amendment to the Company's Bylaws
99.1            Press Release dated January 10, 2022 regarding Preliminary
              Financial Results
99.2            Press Release dated January 10, 2022 regarding ICR Conference
104           Cover Page Interactive Data File, formatted in Inline XBRL

© Edgar Online, source Glimpses