Climb Global director to retire, board cut to four

Climb Global Solutions, Inc. reported that director Gerri Gold has chosen to retire from the Board and will not stand for re-election at the 2026 annual meeting of stockholders.

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Form Type

8-K

Rhea-AI Filing Summary

Climb Global Solutions, Inc. reported that director Gerri Gold has chosen to retire from the Board and will not stand for re-election at the 2026 annual meeting of stockholders. She will continue to serve as a director until her term ends at that meeting.

The company stated that Ms. Gold’s decision was not due to any dispute or disagreement regarding operations, policies, or practices. Following her retirement, the Board has decided to reduce its size from five to four directors effective at the start of the 2026 annual meeting.

8-K Event Classification

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

1 item

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.

Key Figures

Board size before change: 5 directors Board size after change: 4 directors Common stock par value: $0.01 par value

3 metrics

Board size before change 5 directors Board of Directors size prior to 2026 annual meeting

Board size after change 4 directors Effective at commencement of 2026 annual meeting of stockholders

Common stock par value $0.01 par value Common stock listed on The Nasdaq Global Market under CLMB

Key Terms

Board of Directors, annual meeting of stockholders, Emerging growth company, Nasdaq Global Market

4 terms

Board of Directors financial

"Gerri Gold notified the Board of Directors (the “Board”) of Climb Global Solutions"

The Board of Directors is a group of people chosen by a company's owners to help make big decisions and oversee how the company is run. They act like a team of advisors or managers, making sure the company stays on track and meets its goals. Their choices can influence the company's success and how it grows.

annual meeting of stockholders financial

"will not stand for re-election at the Company’s 2026 annual meeting of stockholders"

Emerging growth company regulatory

"Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

Nasdaq Global Market financial

"Common stock, $.01 par value | CLMB | The Nasdaq Global Market"

The Nasdaq Global Market is a section of the stock exchange where larger, well-established companies are listed and publicly traded. It functions like a marketplace where investors can buy and sell shares of these companies, providing them with access to capital and opportunities for growth. Its role is important because it helps investors identify and invest in reputable companies with strong financial backgrounds.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What board change did Climb Global Solutions (CLMB) announce in this 8-K?

Climb Global Solutions announced that director Gerri Gold will retire from its Board and will not stand for re-election at the 2026 annual meeting, and the Board will be reduced from five to four directors effective at the start of that meeting.

When will Gerri Gold retire from the Climb Global Solutions (CLMB) Board?

Gerri Gold will retire from the Climb Global Solutions Board at the 2026 annual meeting of stockholders. She will continue serving as a director until her current term expires at that meeting, ensuring continuity of governance during the transition period.

Did Gerri Gold’s retirement from CLMB’s Board involve any disagreement with the company?

No. The filing states that Gerri Gold’s decision not to stand for re-election was not the result of any dispute or disagreement with Climb Global Solutions regarding its operations, policies, or practices, indicating an orderly and amicable transition.

How will the size of Climb Global Solutions (CLMB) Board change after the 2026 meeting?

The Board of Climb Global Solutions will be reduced from five to four directors effective at the commencement of the 2026 annual meeting. This change takes effect in connection with Gerri Gold’s retirement and decision not to stand for re-election.

What stock exchange lists Climb Global Solutions (CLMB) common stock?

Climb Global Solutions’ common stock, with a par value of $0.01 per share, is listed on The Nasdaq Global Market under the trading symbol CLMB, as indicated in the company’s registration of securities information.

Who signed the Climb Global Solutions (CLMB) Form 8-K covering this board change?

The Form 8-K was signed on behalf of Climb Global Solutions by Matthew Sullivan, the company’s Chief Financial Officer. His signature confirms the filing was duly authorized under the requirements of the Securities Exchange Act of 1934.

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Accepted by SEC EDGAR 04/23/2026 - 04:42 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): April 20, 2026

CLIMB GLOBAL SOLUTIONS, INC.

(Exact name of registrant as specified in its charter)

Delaware	000-26408	13-3136104
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)


4 Industrial Way West, Suite 300, Eatontown, New Jersey		07724
(Address of principal executive offices)		(Zip Code)

732-389-0932

(Registrant’s telephone number, including area code)

Not applicable

(Former name or former address, if changed since last report)

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		Name of each exchange on which registered
Common stock, $.01 par value		CLMB		The Nasdaq Global Market

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 Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 20, 2026, Gerri Gold notified the Board of Directors (the “Board”) of Climb Global Solutions, Inc. (the “Company”) that she will retire from the Board and, accordingly, will not stand for re-election at the Company’s 2026 annual meeting of stockholders (the “Annual Meeting”). Ms. Gold will continue to serve as a director until the expiration of her term at the Annual Meeting. Ms. Gold’s decision not to stand for re-election to the Board was not the result of any dispute or disagreement with the Company on any matter relating to the Company’s operations, policies or practices. The Board thanks Ms. Gold for her dedicated service and valuable contributions to the Company.

The Board has determined to reduce the size of the Board from five to four directors effective as of the commencement of the Annual Meeting.

SIGNATURE

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.


	CLIMB GLOBAL SOLUTIONS, INC.

Date: April 23, 2026	By:	/s/ Matthew Sullivan
	Name:	Matthew Sullivan
	Title:	Chief Financial Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

4 documents