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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): September 16, 2025
Star Equity Holdings, Inc.
(Exact name of registrant as specified in charter)
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| Delaware | | 001-38704 | | 59-3547281 |
(State or other jurisdiction
of incorporation) | | (Commission
File Number) | | (I.R.S. Employer
Identification No.) |
53 Forest Avenue, Suite 102
Old Greenwich, CT 06870
(Address of Principal Executive Offices)
Registrant's telephone number, including area code (475) 988-2068
N/A
(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:
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| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| o | 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:
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| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock, $0.001 par value | STRR | The NASDAQ Stock Market LLC |
| Series A Preferred Stock, $0.001 par value | STRRP | The NASDAQ Stock Market LLC |
| Preferred Share Purchase Rights | | 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 (§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. ☐
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| ITEM 7.01. | REGULATION FD DISCLOSURE. |
Pursuant to Regulation FD, Star Equity Holdings, Inc. (the “Company”) hereby furnishes the investor presentation (the "Investor Presentation") and investor fact sheet (the ”Investor Fact Sheet”), each relating to the Company’s business and operations as of June 30, 2025, which the Company made available on September 16, 2025, within the Investor Relations section of the Company’s website: www.starequity.com. The Company also includes an acquisition criteria sheet (the “Acquisition Criteria Sheet”) which presents the criteria the Company uses in evaluating potential acquisition targets.
The information contained in the Investor Presentation and Investor Fact Sheet is summary information that should be considered in the context of the Company’s filings with the Securities and Exchange Commission and other public announcements the Company may make by press release or otherwise from time to time. The Investor Presentation and Investor Fact Sheet speak as of the date of this report, and in accordance with the dates provided therein. While the Company may elect to update the Investor Presentation and Investor Fact Sheet in the future to reflect events and circumstances occurring or existing after the date of this report, the Company specifically disclaims any obligation to do so.
Copies of the Investor Presentation, Investor Fact Sheet, and Acquisition Criteria are furnished herewith as Exhibits 99.1, 99.2, and 99.3 respectively. The information furnished by the Company pursuant to this Item 7.01, including Exhibits 99.1, 99.2 and 99.3, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be deemed to be incorporated by reference into any Company filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.
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| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
EXHIBIT INDEX
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| 99.1 | Investor Presentation, dated September 16, 2025 |
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| 99.2 | Fact Sheet, dated September 16, 2025 |
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| 99.3 | Acquisition Criteria, dated September 16, 2025 |
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| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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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.
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STAR EQUITY HOLDINGS, INC.
(Registrant) |
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| By: | /s/ MATTHEW K. DIAMOND |
| | Matthew K. Diamond |
| | Chief Accounting Officer |
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| | Dated: | September 17, 2025 |
