AmBase Corporation (ABCP) reports Joseph R. Bianco employment ending

Rhea-AI Filing Summary

AmBase Corporation filed a current report to disclose a personnel change. Effective January 1, 2026, Joseph R. Bianco ceased to be an employee of AmBase Corporation. The report is presented under the item covering departures of directors or principal officers, elections of directors, and appointments of principal officers.

The company does not add new financial information in this report and instead points readers to its prior periodic reports for a fuller discussion of its financial condition, results of operations, risk factors, and forward-looking statements. The filing is signed on behalf of AmBase by John Ferrara, Vice President, Chief Financial Officer and Controller.

Insights

Corporate governance analyst

AmBase reports an employee departure with limited context, leaving governance impact unclear.

AmBase Corporation discloses that, effective January 1, 2026, Joseph R. Bianco ceased to be an employee. The disclosure appears under the section used for departures or appointments of directors and principal officers, signaling that this change is important enough to be formally reported, even though the specific role is not described in the excerpt.

The filing does not provide reasons for the departure, successor details, or any related financial arrangements. Without this information, the governance and operational impact is hard to assess from this text alone. Subsequent periodic reports or additional disclosures, if any, would provide more clarity on how this personnel change affects AmBase’s leadership structure.

8-K Event Classification

2 items: 5.02, 9.01

2 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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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): January 21, 2026 (January 1, 2026)

AMBASE CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	1-07265	95-2962743
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

7857 WEST SAMPLE ROAD, SUITE 134

CORAL SPRINGS, FLORIDA  33065

 (Address of principal executive offices, including zip code)

(201) 265-0169

(Registrant's telephone number, including area code)

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)).

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
None.

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 5.02 - Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

Effective January 1, 2026, Joseph R. Bianco ceased as an employee of AmBase Corporation (the “Company”).

The information in this Current Report on Form 8-K should be read in conjunction with the Prior Periodic Reports. A more complete discussion of the Company's financial condition and results of operations are also set forth in the Prior Periodic Reports, including without limitation the disclosures under the headings “Risk Factors” and “Cautionary Statement for Forward-Looking Information.”

Item 9.01 Financial Statements and Exhibits

(d) Exhibits – None.

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.

	AMBASE CORPORATION
	By	/s/ John Ferrara
	John Ferrara
	Vice President and Chief Financial Officer and Controller
	AmBase Corporation
	Date: January 21, 2026

FAQ

What key event does AmBase Corporation (ABCP) report in this 8-K?

AmBase Corporation reports that, effective January 1, 2026, Joseph R. Bianco ceased to be an employee of the company, disclosed under the item for departures or appointments of directors and principal officers.

When did Joseph R. Bianco’s employment with AmBase (ABCP) end?

The report states that effective January 1, 2026, Joseph R. Bianco ceased to be an employee of AmBase Corporation.

Does this AmBase (ABCP) filing include new financial results or guidance?

No new financial results or guidance are presented; the report directs readers to AmBase’s prior periodic reports for a more complete discussion of financial condition, results of operations, risk factors, and forward-looking information.

Are there any exhibits attached to this AmBase (ABCP) 8-K?

The filing lists item (d) Exhibits as None, indicating that no exhibits are attached to this current report.

Who signed this AmBase Corporation (ABCP) 8-K report?

The report is signed on behalf of AmBase Corporation by John Ferrara, who is identified as Vice President and Chief Financial Officer and Controller.

Does AmBase (ABCP) mention its risk factors in this 8-K?

Yes. The company notes that a more complete discussion of its situation is set forth in prior periodic reports, including disclosures under the headings “Risk Factors” and “Cautionary Statement for Forward-Looking Information.”