LM FUNDING AMERICA, INC. Reports Material Event

LM Funding America announced adjustments to outstanding warrants tied to its August 2025 financing.

Rhea-AI Filing Summary

LM Funding America announced adjustments to outstanding warrants tied to its August 2025 financing. The exercise price of the August 2025 Warrants was reset to $0.97 per share, and the aggregate number of shares issuable upon exercise increased to 15,516,850 shares after reflecting the company’s October 2025 repurchase of certain warrants.

As a result of these changes, warrants issued in the company’s October 2021 public offering—covering the right to purchase an aggregate of 1,153,774 shares—now also carry an exercise price of $0.97 per share, reduced from $1.10 (originally $2.88). The adjustments were made under the reset and anti‑dilution provisions of the respective warrants.

Insights

Capital structure & equity derivatives analyst

Warrant resets lower strike to $0.97 and lift potential share issuances.

The company reset the August 2025 Warrants to an exercise price of $0.97 and increased the aggregate shares issuable to 15,516,850. Under anti‑dilution terms, the October 2021 warrants covering 1,153,774 shares also reset to $0.97 (from $1.10; originally $2.88).

Lower strikes can make exercises more likely if the stock trades above the new price, which could add shares to the float. Actual outcomes depend on market price and holder decisions.

Key items to watch in subsequent disclosures include any exercises of these warrants and resulting changes in common shares outstanding.

8-K Event Classification

Item 8.01 — Other Events

1 item

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

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

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Accepted by SEC EDGAR 11/07/2025 - 04:05 PM EST Learn about SEC filing dates

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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): November 7, 2025

LM FUNDING AMERICA, INC.

(Exact name of Registrant as Specified in Its Charter)

Delaware		001-37605		47-3844457
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1200 West Platt Street Suite 100
Tampa, Florida		33606
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: 813 222-8996

(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
Common Stock par value $0.001 per share		LMFA		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. ☐

Item 8.01. Other Events

On November 7, 2025, LM Funding America, Inc. (the “Company”) provided notice to the holders of the outstanding common stock purchase warrants originally issued in the Company’s August 2025 financing transactions (the “August 2025 Warrants”) that, as a result of reset provisions in the August 2025 Warrants, the exercise price of such warrants has been reduced to $0.97 per share, and the aggregate number of shares issuable upon exercise of such warrants has increased to 15,516,850 shares in the aggregate (after giving effect to the Company’s October 2025 repurchase of certain August 2025 Warrants, as described in the Company’s Current Report on Form 8-K filed on October 31, 2025).

Also on November 7, 2025 and as a result of the foregoing adjustment to the exercise price of the August 2025 Warrants, the Company provided notice to the holders of warrants issued in the Company’s October 2021 public offering (which warrants represent the right to purchase an aggregate of 1,153,774 shares of Company common stock at an exercise price of $2.88 per share that was subsequently reduced in August 2025 to $1.10 per share) that, as a result of anti-dilution adjustment provisions in such warrants, the exercise price of such warrants has been reduced to $0.97 per share.

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.

						LM Funding America, Inc.
Date: November 7, 2025				By:		/s/ Richard Russell
						Richard Russell, Chief Financial Officer