GAIA 8-K: Quarterly results furnished via Exhibit 99.1; XBRL cover page included

Rhea-AI Filing Summary

Gaia, Inc. furnished a Current Report on Form 8-K stating it issued a press release announcing results for the quarter ended June 30, 2025. The press release is attached as Exhibit 99.1 and the cover page interactive data file is included as Exhibit 104. The company expressly states the information in Item 2.02 and Exhibit 99.1 is furnished, not filed, under the Exchange Act and therefore is not incorporated by reference into its other filings. The 8-K text does not include specific financial figures or operational metrics; those details are contained in the attached press release.

Positive

• Press release announcing quarterly results was furnished and attached as Exhibit 99.1 to the Form 8-K
• Interactive XBRL cover page included as Exhibit 104, supporting machine-readable data

Negative

• No financial figures or operational metrics are included in the 8-K text; investors must consult Exhibit 99.1 for results
• Information is furnished, not filed, meaning it is not incorporated by reference into other SEC filings

Insights

Financial Analyst

TL;DR: Routine earnings disclosure furnished via press release; the Form 8-K itself contains no financial figures, so impact is neutral until numbers are reviewed.

The filing notifies the market that Gaia has released quarterly results but did not include the underlying figures in the 8-K text. Because the company furnished the press release (Exhibit 99.1) rather than filing it, the contents are not automatically incorporated into other SEC filings. From a financial-analysis perspective, this is a procedural disclosure; material impact for investors depends entirely on the metrics published in the attached press release.

Corporate Governance Expert

TL;DR: Governance and disclosure practice is standard: furnish press release and provide XBRL cover page; furnished status limits incorporation by reference.

Gaia's statement that Item 2.02 and Exhibit 99.1 are furnished, not filed, is a clear legal distinction affecting how the information may be used in subsequent filings. The inclusion of an interactive XBRL cover page (Exhibit 104) indicates compliance with electronic reporting formats. This 8-K does not disclose operational or financial detail within the filing itself, so governance and compliance appear routine without additional governance concerns evident from the text provided.

8-K Event Classification

2 items: 2.02, 9.01

2 items

Item 2.02 Results of Operations and Financial Condition Financial

Disclosure of earnings results, typically an earnings press release or preliminary financials.

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, 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): August 11, 2025

GAIA, INC.

(Exact name of Registrant as Specified in Its Charter)

Colorado			000-27517	84-1113527
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
833 West South Boulder Road
Louisville, Colorado				80027
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: (303) 222-3600

(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:

☐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
Class A Common Stock		GAIA		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 2.02 Results of Operations and Financial Condition.

On August 11, 2025, Gaia, Inc. (the “Company”) issued a press release announcing results for its quarter ended June 30, 2025. A copy of the press release is attached as Exhibit 99.1 to this Current Report.

In accordance with General Instruction B.2 of Form 8-K, the information contained in this Item 2.02 and in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference into any of the Registrant’s filings under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in any such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Press Release issued by Gaia, Inc. on August 11, 2025
104	Cover Page Interactive Data File (formatted as inline XBRL).

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.

			GAIA, INC.
Date:	August 11, 2025	By:	/s/ Ned Preston
			Ned Preston, Chief Financial Officer

FAQ

What did GAIA file in this Form 8-K?

The company furnished a press release announcing results for the quarter ended June 30, 2025, attached as Exhibit 99.1.

Are the financial results included in the 8-K text?

No. The 8-K does not include specific financial figures or metrics; those details are in the attached Exhibit 99.1 press release.

Is the press release in this 8-K considered "filed" with the SEC?

No. The company states the information in Item 2.02 and Exhibit 99.1 is furnished, not filed, under the Exchange Act.

What exhibits are attached to the 8-K?

Exhibit 99.1 (press release) and Exhibit 104 (cover page interactive XBRL file) are attached.

Where can I find the detailed quarterly figures for GAIA?

Detailed figures are contained in the press release attached as Exhibit 99.1; the 8-K text itself does not provide those numbers.