Reliance Global Group holders demand five board removals

If elected and subject to their fiduciary duties, the nominees are expected to pursue a strategic review that may include business or asset sales.

Rhea-AI Filing Summary

Reliance Global Group, Inc. (EZRA) is the issuer whose shares Gabrielle Philipson purchased: 30,944 common shares on October 15, 2026, for $70,861.76, approximately $2.29 per share on a weighted-average basis, in open-market brokerage transactions. The reporting persons—GNK Holdings LLC, Nachum Klugman and Philipson—reported beneficial ownership of 197,905 shares as of October 15, 2026, approximately 11.78% of the 1,679,936 shares outstanding as of August 26, 2026.

Philipson and GNK Holdings LLC demanded a special meeting to seek removal without cause of current directors Ezra Beyman, Alex Blumenfrucht, Scott Korman, Ben Fruchtzweig and Sheldon Brickman, and election of nominees Nachum Klugman, Chaim Herzog, Alexander Huska, Haim Toledano and Seth Ampolsky to fill resulting vacancies. They also demanded shareholder-record inspection and intend to solicit proxies. If elected and subject to their fiduciary duties, the nominees are expected to pursue a strategic review, including potential business or asset sales.

Filing Explained

The reporting persons say that, if their nominees are elected, they intend for the new board to appoint Nachum Klugman as executive chairman; no compensation for the role has been agreed, so the appointment is conditional and its pay terms remain unsettled.

Key Figures

Common shares purchased: 30,944 shares Aggregate consideration: $70,861.76 Weighted-average purchase price: Approximately $2.29 per share +3 more

6 metrics

Common shares purchased 30,944 shares Gabrielle Philipson's purchases on October 15, 2026

Aggregate consideration $70,861.76 Gabrielle Philipson's purchases on October 15, 2026

Weighted-average purchase price Approximately $2.29 per share Gabrielle Philipson's purchases on October 15, 2026

Beneficially owned shares 197,905 shares Reporting persons' ownership as of October 15, 2026

Percentage of outstanding common stock Approximately 11.78% Reporting persons' ownership as of October 15, 2026

Shares outstanding 1,679,936 shares As of August 26, 2026, as reported by Reliance Global Group

Key Terms

weighted-average basis, beneficially own, Special Meeting, Rule 14a-19, +1 more

5 terms

weighted-average basis financial

"approximately $2.29 per share on a weighted-average basis"

beneficially own financial

"Reporting Persons beneficially own 197,905 shares"

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

Special Meeting regulatory

"call a special meeting of shareholders (the "Special Meeting")"

A special meeting is a shareholder gathering called outside the regular annual meeting to decide on urgent or specific corporate matters, such as mergers, major asset sales, changes to the board, or shareholder proposals. It matters to investors because decisions made there can quickly alter a company’s strategy, ownership or value—like a sudden boardroom decision that changes the game—so shareholders may need to vote, adjust holdings, or reassess risk based on the outcome.

Rule 14a-19 regulatory

"in compliance with Rule 14a-19 under the Exchange Act"

Rule 14a-19 is a U.S. Securities and Exchange Commission rule that governs how independent proxy advisory firms produce and distribute voting recommendations for shareholders. It requires these advisers to provide companies with notice of their recommendations and a chance to respond, and to disclose certain conflicts; think of it as a referee ensuring both sides see a game plan before fans cast votes. Investors care because proxy advisers influence voting outcomes and corporate governance, so the rule affects transparency, potential bias, and the reliability of guidance that many investors rely on when voting shares.

equity line financial

"including its equity line with White Lion Capital, LLC"

An equity line is a financing arrangement that lets a company raise cash over time by issuing new shares up to an agreed limit to an investor or through a placement program. It acts like a tapable credit line paid with stock rather than cash, giving the company flexible funding for operations or growth while reducing each existing share's ownership proportion; investors watch these deals because they affect share supply and shareholder value.

FAQ

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

How many EZRA shares did Gabrielle Philipson buy?

Gabrielle Philipson purchased 30,944 EZRA common shares on October 15, 2026, for aggregate consideration of $70,861.76, or approximately $2.29 per share on a weighted-average basis. The purchases were made in open-market brokerage transactions and funded with her personal funds, including margin borrowing.

How much EZRA stock do the reporting persons own?

As of October 15, 2026, the reporting persons beneficially owned 197,905 EZRA common shares, approximately 11.78% of the common stock, based on 1,679,936 shares outstanding as of August 26, 2026. All the shares were held in Gabrielle Philipson's individual brokerage account; each reporting person may be deemed to share voting and dispositive power.

What do the EZRA nominees expect to do if elected?

If elected and subject to their fiduciary duties, the nominees are expected to pursue a strategic review that includes potential sales of businesses or assets, a review of financing arrangements including the equity line with White Lion Capital, LLC, and disciplined capital allocation. GNK Holdings LLC intends for the new board to appoint Nachum Klugman as Executive Chairman; no compensation for that role has been agreed.

What shareholder records did EZRA's reporting persons request to inspect?

Gabrielle Philipson and GNK Holdings LLC demanded the right to inspect and copy Reliance Global Group's shareholder records under Section 607.1602 of the Florida Business Corporation Act. They also made a request under Rule 14a-7.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/15/2026 - 03:12 PM EDT Accepted by SEC EDGAR 10/15/2026 - 03:11 PM EDT Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)

Reliance Global Group, Inc.

(Name of Issuer)

Common Stock, par value $0.086 per share

(Title of Class of Securities)

75946W504

(CUSIP Number)

Nachum Klugman / GNK Holdings
1 South Liberty Drive,
Stony Point, NY, 10980
845-596-1382

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

8/21/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 75946W504

1

Name of reporting person

GNK Holdings LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

NEW YORK

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 197,905.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 197,905.00

11

Aggregate amount beneficially owned by each reporting person

197,905.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

11.8 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP Number(s): 75946W504

1

Name of reporting person

Nachum Klugman

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 197,905.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 197,905.00

11

Aggregate amount beneficially owned by each reporting person

197,905.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

11.8 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP Number(s): 75946W504

1

Name of reporting person

Gabrielle Philipson

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 197,905.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 197,905.00

11

Aggregate amount beneficially owned by each reporting person

197,905.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

11.8 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.086 per share
(b)	Name of Issuer: Reliance Global Group, Inc.
(c)	Address of Issuer's Principal Executive Offices: 300 BOULEVARD OF THE AMERICAS,, 300 BOULEVARD OF THE AMERICAS,, LAKEWOOD, NEW JERSEY , 08701.
Item 1 Comment: This Amendment No. 2 corrects the ownership figures and the cover page.
Item 3.	Source and Amount of Funds or Other Consideration
	On October 15, 2026, Gabrielle Philipson purchased an additional 30,944 shares of Common Stock for aggregate consideration of $70,861.76, or approximately $2.29 per share on a weighted-average basis. Following these purchases, the Reporting Persons beneficially own 197,905 shares of Common Stock. The purchases were funded with Ms. Philipson's personal funds, including margin borrowing, consistent with the original Schedule 13D.
Item 4.	Purpose of Transaction
	On October 15, 2026, Ms. Philipson, as shareholder, joined by GNK, delivered to the Issuer, by email and by overnight courier addressed to the Issuer's Corporate Secretary at its principal executive offices, a written demand under Section 607.0702(1)(b) of the Florida Business Corporation Act that the Issuer call a special meeting of shareholders (the "Special Meeting") for the following purposes: (i) to remove, without cause, each of the Issuer's current directors - Ezra Beyman, Alex Blumenfrucht, Scott Korman, Ben Fruchtzweig and Sheldon Brickman - and any other person elected or appointed to the Board of Directors after the date of the demand and before the Special Meeting; and (ii) to elect Nachum Klugman, Chaim Herzog, Alexander Huska, Haim Toledano and Seth Ampolsky (the "Nominees") to fill the resulting vacancies. Each Nominee has agreed to serve if elected. A copy of the demand is filed as Exhibit 99.1 and is incorporated herein by reference. On the same date and by the same means, Ms. Philipson and GNK delivered to the Issuer a demand under Section 607.1602 of the Florida Business Corporation Act to inspect and copy the Issuer's shareholder records, together with a request under Rule 14a-7 under the Securities Exchange Act of 1934 (the "Exchange Act"). A copy is filed as Exhibit 99.2 and is incorporated herein by reference. The Reporting Persons intend to file a proxy statement with the Securities and Exchange Commission and to solicit proxies from the Issuer's shareholders in support of the proposals described above, in compliance with Rule 14a-19 under the Exchange Act. If the Nominees are elected, and subject to their fiduciary duties, the Reporting Persons expect the Nominees to pursue a strategic review of the Issuer, including potential sales of businesses or assets; a review of the Issuer's financing arrangements, including its equity line with White Lion Capital, LLC; and disciplined capital allocation. GNK intends that, if the Nominees are elected, the new Board appoint Nachum Klugman as Executive Chairman. No compensation for that role has been agreed. The Reporting Persons may acquire or dispose of securities of the Issuer, or change their plans, at any time, subject to applicable law and reporting obligations.
Item 5.	Interest in Securities of the Issuer
(a)	As of October 15, 2026, the Reporting Persons beneficially own 197,905 shares of Common Stock, all held by Gabrielle Philipson in her individual brokerage account. Based on 1,679,936 shares outstanding as of August 26, 2026, as reported by the Issuer, those shares represent approximately 11.78% of the outstanding Common Stock.
(b)	Each Reporting Person may be deemed to share the power to vote and to dispose of the 197,905 shares held by Ms. Philipson. No Reporting Person has sole voting or dispositive power over any shares.
(c)	Except for the purchases on October 15, 2026 described in Item 3 and listed in Schedule A, the Reporting Persons have not effected any transactions in the Common Stock since the filing of the original Schedule 13D. All purchases were made in open-market brokerage transactions.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	The contribution and beneficial ownership arrangements described in the original Schedule 13D remain in effect. Each Nominee has agreed to be named in proxy materials and to serve if elected. Except as described in this Schedule 13D, the Reporting Persons have no contracts, arrangements, understandings or relationships with respect to securities of the Issuer.
Item 7.	Material to be Filed as Exhibits.
	Exhibit 99.1 - Demand for Special Meeting of Shareholders, dated October 15, 2026. Exhibit 99.2 - Demand to Inspect Shareholder Records, dated October 15, 2026. Exhibits previously filed with the original Schedule 13D, including the Joint Filing Agreement, are incorporated by reference.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

GNK Holdings LLC

Signature:	/s/ Nachum Klugman
Name/Title:	President
Date:	10/15/2026

Nachum Klugman

Signature:	/s/ Nachum Klugman
Name/Title:	Individual
Date:	10/15/2026

Gabrielle Philipson

Signature:	/s/ Gabrielle Philipson
Name/Title:	Individual
Date:	10/15/2026