Giftify, Inc. filings document material-event and governance disclosures for a Nasdaq-listed operating company in the incentives and rewards industry. The company’s Forms 8-K record common stock listing matters, including Nasdaq minimum bid-price compliance notices and the subsequent closure of that listing-compliance matter.
The filing record also covers stockholder meeting results, board elections, auditor ratification and basic capital-stock disclosures for Giftify common stock traded under the GIFT symbol on The Nasdaq Capital Market. These disclosures sit alongside the company’s public-company status as an emerging growth company and its operating identity as owner and operator of CardCash.com, Restaurant.com and Takeout7.com.
Giftify, Inc. will hold its 2026 Annual Meeting virtually on December 18, 2026, at 12:00 PM Eastern Time. Shareholders will vote on electing five directors and ratifying Weinberg & Company, P.A. as the independent registered public accounting firm for fiscal 2026; the Board recommends a vote “FOR” both proposals. Shareholders of record at the close of business on October 22, 2026, are entitled to vote; 35,758,782 common shares were outstanding and entitled to vote as of that date.
Giftify reports that three of its five current directors qualify as independent under applicable Nasdaq standards. Its compensation table lists Chairman, President and CEO Ketan Thakker’s total compensation as $745,000 for 2025 and $1,344,000 for 2024; the company says bonuses for both years were earned but unpaid as of December 31, 2025.
Giftify, Inc. is soliciting shareholder votes at its virtual 2026 annual meeting, scheduled for December 18, 2026, on the election of five director nominees and ratification of Weinberg & Company, P.A. as independent registered public accounting firm for fiscal 2026. The board recommends voting for each nominee and for auditor ratification. Holders of record on October 22, 2026, were eligible; 35,758,782 common shares were outstanding and entitled to vote on that date.
The current five-member board has three directors who qualify as independent under the stated Nasdaq standards. Elected nominees would serve one-year terms. For the fiscal year ended December 31, 2025, the B2B division accounted for approximately 85% of gross revenue and the B2C division approximately 15%.
GIFTIFY, INC. Vice President, Sales Timothy William Miller reported a direct sale of 437 shares of common stock on March 23, 2026, at $1.00 per share, leaving 41,270 shares directly held. The transaction was reported under a Rule 10b5-1 plan adopted February 6, 2025. The plan’s stated schedule calls for sales of 1,000 shares on the first day of each month beginning March 1, 2025.
GIFTIFY, INC.'s Vice President, Sales, Timothy William Miller reported selling 1,000 shares of common stock at $1.0000 per share on May 3, 2026, leaving 39,270 shares held directly. The sale was made under a Rule 10b5-1 plan entered into on February 6, 2025, which provides for sales of 1,000 shares on the first day of each month beginning March 1, 2025.
GIFTIFY, INC. (GIFT) reports that Timothy William Miller, Vice President, Sales, sold 1,000 shares of common stock on August 3, 2026 at $1.00 per share in an open market or private transaction. The sale was made under a Rule 10b5-1 trading plan adopted on February 6, 2025, which provides for monthly 1,000-share sales beginning March 1, 2025. After this sale, Miller directly holds 35,833 shares of GIFT common stock.
GIFTIFY, INC. (GIFT) reported that Vice President of Sales Timothy William Miller sold 1,000 shares of common stock on July 2, 2026, at $1.00 per share in a sale described as either an open-market or private transaction. After this sale, he held 36,833 shares directly. The sale was made pursuant to a Rule 10b5-1 trading plan that Mr. Miller entered into with Merrill Lynch on February 6, 2025, which provides for the sale of 1,000 shares on the first day of each month beginning March 1, 2025.
GIFTIFY, INC. (GIFT) reported that Vice President of Sales Timothy William Miller sold 1,000 shares of common stock on June 10, 2026 at $1.00 per share. The sale was made in the open market under a Rule 10b5-1 trading plan adopted on February 6, 2025, leaving him with 37,833 directly held shares.
Giftify, Inc. reported that on August 3, 2026, Nasdaq notified the company that its common stock no longer meets Nasdaq Listing Rule 5550(a)(2), which requires a minimum bid price of $1 per share. The notice followed 30 consecutive business days with a closing bid below this threshold.
Under Nasdaq Rule 5810(c)(3)(A), Giftify has 180 calendar days to regain compliance. The company will be back in good standing if, during this period, its common stock closes at or above $1 for at least ten consecutive business days. Nasdaq may grant an additional 180-day compliance period if other continued listing requirements, such as minimum market value of publicly held shares and shareholders’ equity, are satisfied. Giftify’s common stock continues to trade on The Nasdaq Capital Market under the symbol GIFT.
Giftify Inc. insider Timothy W. Miller filed to sell shares of Giftify common stock. The filing lists 1,000 shares of Giftify common stock to be sold through Merrill Lynch on the NASDAQ. Miller previously received 25,000 shares as a stock bonus on December 10, 2023. Over the past three months, he sold a total of 3,000 shares of Giftify common stock in four transactions between June 10, 2026 and August 3, 2026.
Giftify, Inc. generated net sales of $21,747,024 in the quarter ended June 30, 2026, up 4.0% year over year, largely from discounted merchant gift card sales. Gross profit increased to $4,403,644, with gross margin improving to 20.2%, and gross billings rising 26.2% to $45,528,957. Operating expenses fell to $5,657,608, mainly due to lower stock-based compensation, narrowing loss from operations to $1,253,964 and net loss to $1,241,052, or $0.04 per share. Modified EBITDA turned positive at $126,036.
At June 30, 2026, cash and cash equivalents were $3,924,338 and working capital was $141,944, with total assets of $30,173,802 and equity of $21,066,305. The company carries a $3,049,171 balance on its secured revolving line of credit and $656,601 of Economic Injury Disaster Loan notes. Management and the independent auditor highlight substantial doubt about Giftify’s ability to continue as a going concern due to recurring losses and dependence on raising additional capital.