[8-K] Beneficient Reports Material Event

Rhea-AI Filing Summary

Beneficient filed an 8-K announcing it has furnished a press release with its financial results for the second quarter ended September 30, 2025. The press release is included as Exhibit 99.1 and incorporated by reference.

The company states the information furnished under Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Exchange Act. The filing also includes the Cover Page Interactive Data File as Exhibit 104.

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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): November 14, 2025

Commission File Number: 001-41715

Exact name of registrant as specified in its charter:

Beneficient

State or other jurisdiction of incorporation or organization:						IRS Employer Identification No.:
Nevada						72-1573705

Address of principal executive offices:

325 North St. Paul Street, Suite 4850 Dallas, Texas 75201

Registrant’s telephone number, including area code:

(214) 445-4700

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 communication 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

Shares of Class A common stock, par value $0.001 per share

BENF

The Nasdaq Stock Market LLC

Warrants, each whole warrant exercisable for one share of Class A common stock, par value $0.001 per share, and one share of Series A convertible preferred stock, par value $0.001 per share

BENFW

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §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 2.02 Results of Operations and Financial Conditions

On November 14, 2025, Beneficient, a Nevada corporation, issued a press release announcing its financial results for the second quarter ended September 30, 2025. A copy of the press release is furnished as Exhibit 99.1 and is incorporated by reference herein.

The information furnished pursuant to Item 2.02 (including Exhibit 99.1 hereto) shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Exhibits and Financial Statements

(d)     Exhibits.

99.1    Press Release of Beneficient issued November 14, 2025.

104    Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

BENEFICIENT

Date:

November 14, 2025

By:

/s/ Gregory W. Ezell

Gregory W. Ezell

Chief Financial Officer

FAQ

What did Beneficient (BENF) disclose in this 8-K?

Beneficient furnished a press release announcing its financial results for the second quarter ended September 30, 2025, as Exhibit 99.1.

Which period do the results cover for BENF?

The results cover the second quarter ended September 30, 2025.

Is the furnished information considered "filed" with the SEC?

No. The company states the Item 2.02 information, including Exhibit 99.1, shall not be deemed "filed" under Section 18 of the Exchange Act.

Which exhibits are included with Beneficient’s 8-K?

Exhibit 99.1 (Press Release issued November 14, 2025) and Exhibit 104 (Cover Page Interactive Data File).

Where can investors find BENF’s detailed Q2 2025 results?

In Exhibit 99.1, the press release furnished with the 8-K.

What is Beneficient’s Nasdaq trading symbol?

Class A common stock trades under BENF; warrants trade under BENFW.