Nightfood (NGTF) highlights autonomous logistics robot at Homewood Suites

Rhea-AI Filing Summary

Nightfood Holdings, Inc. filed a current report describing the installation of its autonomous logistics robot, named Things in Motion – Everywhere (-E), at the Homewood Suites in Del Mar, California. The company announced this development through a press release that is furnished as an exhibit to the report.

The disclosure is provided under Regulation FD, meaning it is intended to share material information broadly with the market. The press release itself is not treated as filed for liability purposes and will only be incorporated into other securities filings if specifically referenced in the future.

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.

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): February 4, 2026

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 February 4, 2026, Nightfood Holdings, Inc. (the “Company”) issued a press release announcing the successful installation of its autonomous logistics robot, Things in Motion – Everywhere (TIM-E), at the Homewood Suites in Del Mar, California.

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 February 4, 2026
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: February 4, 2026

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

FAQ

What did Nightfood Holdings (NGTF) disclose in this 8-K filing?

Nightfood Holdings disclosed that it issued a press release announcing the successful installation of its autonomous logistics robot, Things in Motion – Everywhere (-E), at a Homewood Suites hotel in Del Mar, California. The press release is attached as Exhibit 99.1 to the report.

Where was Nightfood Holdings’ autonomous logistics robot installed?

The company reported that its autonomous logistics robot, Things in Motion – Everywhere (-E), was successfully installed at the Homewood Suites in Del Mar, California. This information comes from a press release that is furnished as an exhibit to the current report.

How is the Nightfood Holdings (NGTF) press release treated under securities laws?

The press release attached as Exhibit 99.1 is being furnished, not filed under the Exchange Act. This means it is not subject to Section 18 liability and will only be incorporated into other securities filings if the company later refers to it specifically.

Which item of the 8-K does Nightfood Holdings use for this disclosure?

Nightfood Holdings uses Item 7.01, Regulation FD Disclosure, to report the press release about its autonomous logistics robot installation. This item is intended for broadly sharing information with the market without the information being treated as filed for liability purposes.

What exhibits are included with Nightfood Holdings’ 8-K filing?

The filing includes two exhibits: Exhibit 99.1, which is the press release dated February 4, 2026, and Exhibit 104, which is the cover page interactive data file embedded within the Inline XBRL document, as required for electronic reporting.

Who signed the Nightfood Holdings (NGTF) 8-K report?

The 8-K report was signed on behalf of Nightfood Holdings, Inc. by Jimmy Chan, who is identified as the company’s Chief Executive Officer. His electronic signature appears on the signature page of the current report filed under the Exchange Act.