Nightfood (NGTF) plans manufacturing expansion to support 2026 demand

Rhea-AI Filing Summary

Nightfood Holdings, Inc. reported that it plans to launch a manufacturing expansion initiative to onboard a significantly larger, globally scaled manufacturing partner. The goal is to ensure the company can support projected increases in customer demand across enterprise, franchise, and multi-location deployments beginning in 2026. This update was shared through a press release that is furnished as an exhibit to the report and is not treated as filed financial information.

8-K Event Classification

2 items: 7.01, 9.01

2 items

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

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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): December 29, 2025

NIGHTFOOD HOLDINGS, INC.

(Exact Name of Registrant as Specified in Charter)

Nevada		000-55406		46-3885019
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

13501 South Main Street

Los Angeles, CA 90016

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (866) 291-7778

(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 (see General Instruction A.2. below):

☐	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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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. ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Not applicable		Not applicable		Not applicable

Item 7.01 Regulation FD Disclosure

On December 29, 2025, Nightfood Holdings, Inc. (the “Company”), issued a press release announcing its intention to initiate a manufacturing expansion plan aimed at onboarding a significantly larger, globally scaled manufacturing partner. The initiative aims to ensure the Company can support projected increases in customer demand across enterprise, franchise, and multi-location deployments beginning in 2026.

A copy of the press release is furnished herewith as Exhibit 99.1.

The information in this Item 7.01 disclosure, including Exhibit 99.1, is being furnished and 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 liabilities under that Section. In addition, the information in this Item 7.01 disclosure, including Exhibits 99.1, shall not be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.

Exhibit No		Description
99.1		Press Release dated December 29, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

Date: December 30, 2025

NIGHTFOOD HOLDINGS, INC.
By:	/s/ JIMMY CHAN
Name:	Jimmy Chan
Title:	Chief Executive Officer

FAQ

What did Nightfood Holdings, Inc. (NGTF) disclose in this 8-K?

Nightfood Holdings, Inc. disclosed that it intends to initiate a manufacturing expansion plan to onboard a significantly larger, globally scaled manufacturing partner to support projected demand.

Why is Nightfood Holdings, Inc. (NGTF) expanding its manufacturing capacity?

The company aims to ensure it can support projected increases in customer demand across enterprise, franchise, and multi-location deployments beginning in 2026.

When does Nightfood Holdings, Inc. expect increased demand to begin?

The company states that the manufacturing expansion initiative is intended to support projected demand increases beginning in 2026.

How is Nightfood Holdings, Inc. communicating details of the manufacturing expansion?

Details are provided in a press release dated December 29, 2025, which is furnished as Exhibit 99.1 to the report.

Is the Nightfood Holdings, Inc. press release considered filed financial information?

No. The company specifies that the information in this disclosure, including Exhibit 99.1, is furnished and not deemed filed for purposes of the Securities Exchange Act of 1934.

Does the 8-K describe any completed transactions for Nightfood Holdings, Inc. (NGTF)?

The report describes an intention to initiate a manufacturing expansion plan and to onboard a larger manufacturing partner; it does not describe completed transactions.