reAlpha Tech Corp.'s SEC filings document an AI-powered real estate technology company with Nasdaq-listed common stock and an emerging growth company reporting status. Recent 8-K filings cover financial results, business highlights, non-GAAP reconciliations, investor presentation materials and operating updates tied to the company’s homebuying platform, mortgage brokerage, realty services and AiChat technology operations.
The filings also record capital-structure and governance matters, including a 1-for-25 reverse stock split, charter amendments, Nasdaq listing-rule notifications, audit committee composition, executive separation arrangements and restructuring actions. These disclosures describe material events affecting reAlpha’s reporting obligations, board oversight, equity structure and operating cost profile.
reAlpha Tech Corp. filed its annual report describing a pivot from an asset-heavy short‑term rental model to an AI‑driven, end‑to‑end homebuying and technology platform. The company now operates two segments: homebuying services (realty, mortgage brokering, digital title and escrow) and technology services (software development via reAlpha Nepal and conversational AI via AiChat.
For the year ended December 31, 2025, reAlpha reported a net loss of $17,590,392 and an accumulated deficit of $55,980,534, with 131,852,546 common shares outstanding as of March 12, 2026. Management highlights growth plans built on AI tools such as its “Claire” homebuying concierge, “Loan Officer Assistant,” and “Engagement Assistant,” supported by multiple acquisitions and a proposed merger with InstaMortgage to add direct lending capabilities.
The report emphasizes significant risks, including a history of operating losses, reliance on the cyclical U.S. housing market, heavy regulation of real estate, mortgage and title operations, dependence on MLS data access, and emerging regulatory and ethical challenges around AI, data privacy and cybersecurity.
reAlpha Tech Corp. director Antony Prabhu filed a Form 3 insider ownership report for AIRE. The filing lists him as a director and not a ten percent owner, and it shows no reportable transactions or share movements.
reAlpha Tech Corp. reported board and leadership changes and a Nasdaq compliance update. After a prior director resignation left its Audit Committee with only two independent members, the board appointed Prabhu Antony as an independent director and Audit Committee member, and the company believes this restores compliance with Nasdaq’s three‑member audit committee requirement.
The board also appointed Chief Executive Officer Michael J. Logozzo and Mr. Antony as directors to fill vacancies, with Mr. Antony joining the Audit, Compensation, and Nominating and Corporate Governance Committees. The company terminated Chief Financial Officer Piyush Phadke, effective February 25, 2026, and appointed Thomas J. Kutzman Jr. as the new Chief Financial Officer and principal financial and accounting officer, effective the same date. Under his employment agreement, Mr. Kutzman will receive a $275,000 annual base salary and is eligible for an annual cash bonus equal to 66.7% of base salary, plus standard benefits and potential equity awards.
reAlpha Tech Corp. provides preliminary, unaudited figures for the quarter and year ended December 31, 2025. The company estimates total revenue of about $0.8–$1.0 million for the fourth quarter and about $4.4–$4.6 million for full-year 2025.
reAlpha reports cash of approximately $7.7 million as of December 31, 2025, down from about $9.2 million as of September 30, 2025. The company attributes this decline mainly to a commitment fee paid to Yield Bahamas Limited and cash consideration for the acquisition of Prevu, Inc. Management emphasizes these results are preliminary, subject to year-end procedures, and have not been audited or reviewed by GBQ Partners, LLC, which provides no assurance on these estimates.
reAlpha Tech Corp. reported that it is temporarily out of compliance with a Nasdaq listing rule after a board change. Director Brian Cole resigned, creating a vacancy on the company’s three‑member audit committee, which now has only two members, contrary to Nasdaq Listing Rule 5605(c)(2)(A).
The company notified Nasdaq of this non-compliance and plans to use the cure period allowed under Nasdaq Rule 5605(c)(4)(B). reAlpha intends to appoint a new independent director to the board and audit committee by the earlier of its next annual stockholder meeting or 180 days after Cole’s resignation becomes effective. In addition, director Monaz Karkaria also resigned from the board and its committees. The company stated that both resignations were not due to any disagreement regarding its operations, policies, or practices.
reAlpha Tech Corp. Chief Financial Officer Piyush Phadke received two stock-based awards totaling 477,612 restricted stock units (RSUs) on January 30, 2026. One grant covers 295,637 RSUs tied to performance under the 2025 Short-Term Incentive Plan, and another 181,975 RSUs compensates executive service for the quarter ended December 31, 2025.
Each RSU converts into one share of common stock at no purchase price. For both awards, 50% vests 12 months after grant, with the remaining 50% vesting in four equal quarterly installments over the following year, contingent on continued service and plan compliance; unvested RSUs are forfeited upon separation. After these grants, Phadke directly holds 1,057,939 shares of common stock.
reAlpha Tech Corp.'s Chief Executive Officer Michael J. Logozzo reported stock-based awards tied to performance and service. On January 30, 2026, he received 239,136 restricted stock units (RSUs) for achieving performance goals for the quarter ended December 31, 2025, and 198,518 RSUs as compensation for executive services for the quarter ended December 31, 2026.
Each RSU converts into one share of common stock at no purchase price. For both grants, 50% vest 12 months after the grant date and the remaining 50% vest in four equal quarterly installments over the following 12 months, if he remains in service and meets plan conditions; unvested RSUs are forfeited upon separation. Following these grants, he directly beneficially owned 1,011,060 common shares and had an additional 2,199,938 shares reported as indirectly owned through his spouse.
reAlpha Tech Corp director Monaz Karkaria reported receiving 14,778 shares of common stock on January 30, 2026. The shares were granted at $0 per share as quarterly compensation for services as a non-executive director under the company’s 2022 Equity Incentive Plan.
The number of shares was based on the 10-day volume weighted average of the Nasdaq Official Closing Price of reAlpha’s common stock ending on and including January 30, 2026. Following this grant, Karkaria beneficially owns 2,962,769 common shares, held directly.
reAlpha Tech Corp.'s Executive Chairman and director Giri Devanur reported multiple stock awards dated January 30, 2026. He received 14,778 shares of common stock as quarterly compensation for non-executive director services under the 2022 Equity Incentive Plan.
He was also granted 234,021 restricted stock units under the 2025 Short-Term Incentive Plan for performance in the quarter ended December 31, 2025, and 165,431 restricted stock units as executive officer compensation for the same period. Each RSU converts into one share, with 50% vesting 12 months after grant and the rest vesting in four equal quarterly installments over the following 12 months, subject to continued service and plan terms.
Following these awards, Devanur directly beneficially owns 25,944,710 shares of common stock and indirectly holds 2,700,000 additional shares through Giri Devanur Holdings LLC, where he has sole voting and investment power.
reAlpha Tech Corp. director receives stock as quarterly pay
Director Dimitrios Angelis acquired 14,778 shares of reAlpha Tech Corp. common stock on January 30, 2026 as quarterly compensation for his services as a non-executive director under the company’s 2022 Equity Incentive Plan. The shares were issued at a price of $0.
After this equity grant, Angelis directly beneficially owned 64,283 shares of reAlpha Tech Corp. common stock. The number of shares granted was calculated using the 10-day volume weighted average of the Nasdaq Official Closing Price of the company’s stock ending on and including January 30, 2026.