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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): March 6, 2026
Off
The Hook YS Inc.
(Exact
name of registrant as specified in its charter)
| Nevada |
|
001-42930 |
|
33-2636992 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
No.) |
1701
Jel Wade Dr
Wilmington,
NC 28401
(Address
of principal executive offices)
Registrant’s
telephone number, including area code: (910) 772-9277
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:
| ☐ |
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, $0.001 par value |
|
OTH |
|
NYSE
American 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
7.01. Regulation FD Disclosure.
On
March 6, 2026, Off The Hook YS Inc. (the “Company”) issued a press release: “Join Off The Hook’s Exclusive Live
Investor Webinar and Q&A Session on March 11”. A copy of the press release is attached hereto as Exhibit 99.1.
The
information under Item 7.01 of this Current Report on Form 8-K and the exhibit attached hereto shall not be deemed “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section,
or incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, except as shall be
expressly set forth by specific reference in any such filing.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits.
| Exhibit
Number |
|
Exhibits |
| 99.1 |
|
Press Release of Off the Hook YS Inc. entitled “Join Off The Hook’s Exclusive Live Investor Webinar and Q&A Session on March 11” dated March 6, 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:
March 6, 2026 |
Off
The Hook YS Inc. |
| |
|
|
| |
By: |
/s/
Brian John |
| |
Name: |
Brian
John |
| |
Title: |
Chief
Executive Officer |
Exhibit
99.1

Join
Off The Hook’s Exclusive Live Investor Webinar and Q&A Session on March 11
Wilmington,
NC – March 06, 2026 – Off The Hook YS Inc. (NYSE American: OTH) (“Off the Hook Yachts” or “Off
the Hook” or “the Company”), a vertically integrated, AI-powered marine marketplace and the largest buyer and seller
of used boats in the nation, is pleased to invite investors to a webinar on March 11, 2026, at 4:15 p.m. ET.
The
exclusive event, hosted by RedChip Companies, will feature Brian John, CEO of Off The Hook, who will discuss how the Company operates
as a high-velocity, AI-powered marine liquidity platform—fundamentally differentiated from traditional marine dealerships—by
acting as a market maker in the fragmented $10+ billion U.S. used boat market. Leveraging proprietary AI-assisted valuation tools, 15+
years of transaction data, direct-to-consumer sourcing channels, and vertically integrated financing, Off The Hook accelerates inventory
turnover to approximately 5x annually—well above industry norms—while embedding margin at acquisition and capturing revenue
across brokerage, wholesale, auctions, financing, warranty, and insurance.
Off
The Hook generated approximately $99 million in revenue in fiscal 2024 and $82.6 million in revenue in the first nine months of 2025,
reflecting continued scaling momentum and a 51% year-over-year increase in boats sold in the third quarter of 2025. During the presentation,
Mr. John will discuss how IPO proceeds expanded floorplan capacity, removing prior inventory constraints and positioning the Company
for accelerated growth.
Management
will also provide an updated view of the Company’s 2026 revenue outlook in light of recent strategic developments. Prior guidance
of $140–$145 million in 2026 revenue was issued before the doubling of the Company’s floorplan capacity and before the expected
contribution from the APEX transaction. APEX generated approximately $30 million revenue in 2025.
With
expanded inventory capacity, increasing inventory velocity, and the addition of APEX’s infrastructure, Off The Hook is entering
a new phase of scale. The Company’s fixed corporate platform is designed to support materially higher transaction volume without
proportional SG&A growth, while its commission-based broker network aligns costs directly with gross profit generation. As finance
attachment rates and ancillary service penetration increase, management expects revenue growth to translate into operating leverage,
margin expansion, and improved cash flow conversion over time—reinforcing the Company’s positioning as a technology-enabled
marine liquidity platform rather than a traditional dealership model.
A
live Q&A session with management will follow the presentation.
To
register for the free webinar, please visit: https://www.redchip.com/webinar/OTH/81563646065
Questions
can be pre-submitted to OTH@redchip.com or asked online during the live event.
About
Off The Hook YS Inc.
Founded
in 2012, Off The Hook YS Inc. is a vertically integrated, AI-powered marine marketplace transforming how boats are bought, sold, and
financed across the United States. Leveraging proprietary technology, deep transaction data, and a national acquisition network, the
Company increases speed, transparency, and inventory velocity across boat brokerage, wholesale trading, auctions, financing, and marine
services, with an integrated ecosystem that includes Autograph Yacht Group, Azure Funding, and proprietary lead-generation
platforms. Headquartered in Wilmington, North Carolina, Off The Hook is rapidly expanding its national footprint and market share within
the $57 billion U.S. marine industry.
Contact
Investor
Relations
ir@offthehookys.com
Dave
Gentry
RedChip
Companies Inc.
1-800-REDCHIP
(733-2447)
1-407-644-4256
OTH@redchip.com
Forward-Looking
Statements
This
press release contains “forward-looking statements” that are subject to substantial risks and uncertainties. All statements,
other than statements of historical fact, contained in this press release are forward-looking statements. Forward-looking statements
contained in this press release may be identified by the use of words such as “anticipate,” “believe,” “contemplate,”
“could,” “estimate,” “expect,” “intend,” “seek,” “may,” “might,”
“plan,” “potential,” “predict,” “project,” “target,” “aim,” “should,”
“will,” “would,” or the negative of these words or other similar expressions, although not all forward-looking
statements contain these words. Forward-looking statements are based on Off The Hook YS Inc.’s current expectations and are subject
to inherent uncertainties, risks and assumptions that are difficult to predict. Further, certain forward-looking statements are based
on assumptions as to future events that may not prove to be accurate. These and other risks and uncertainties are described more fully
in the section titled “Risk Factors” in the final prospectus related to the public offering filed with the Securities and
Exchange Commission. Forward-looking statements contained in this announcement are made as of this date, and Off The Hook YS Inc. undertakes
no duty to update such information except as required under applicable law.