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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 26, 2025
RELIANCE
GLOBAL GROUP, INC.
(Exact
Name of Registrant as Specified in Its Charter)
Florida |
|
001-40020 |
|
46-3390293 |
(State
or Other Jurisdiction
of
Incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
300
Blvd. of the Americas, Suite 105
Lakewood,
New Jersey |
|
08701 |
(Address
of Principal Executive Offices) |
|
(Zip
Code) |
(732)
380-4600
(Registrant’s
Telephone Number, Including Area Code)
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, par value
$0.086 per share |
|
RELI |
|
The Nasdaq Capital Market |
Series A Warrants to purchase
shares of Common Stock, par value $0.086 per share |
|
RELIW |
|
The Nasdaq Capital Market |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2
of the Securities Exchange Act of 1934.
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 September 26, 2025, the Board of
Directors of Reliance Global Group, Inc. (the “Company”) approved a special cash dividend of $0.03 per share on the Company’s
outstanding common stock. As announced on September 29, 2025, the dividend is payable on or about December 2, 2025 to stockholders of
record as of October 30, 2025. Future dividends, if any, will be determined by the Board based on the Company’s financial condition,
results of operations, capital requirements, and other factors it deems relevant.
On
September 29, 2025, the Company issued a press release announcing the special cash dividend. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
In
addition, on September 29, 2025, the Company issued a press release announcing that it has completed its first purchase of Bitcoin (BTC)
as part of its Digital Asset Treasury strategy, building on prior purchases of Ethereum (ETH) and Cardano (ADA). A copy of the press
release is furnished as Exhibit 99.2 to this Current Report on Form 8-K.
On
September 30, 2025, the Company also issued a press release announcing that it has completed a purchase of XRP, the native token of the
XRP Ledger, as part of its Digital Asset Treasury initiative building on prior purchases of BTC, Ethereum (ETH) and Cardano (ADA). A
copy of the press release is furnished as Exhibit 99.3 to this Current Report on Form 8-K.
The
information in this Item 7.01, including Exhibit 99.1, 99.2 and 99.3, 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 of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933,
as amended (the “Securities Act”), or the Exchange Act.
Item 8.01. Other Events.
On September 26, 2025, the Board of
Directors approved a special cash dividend of $0.03 per share, payable on or about December 2, 2025 to stockholders of record as of October
30, 2025.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
Exhibit
No. |
|
Description |
99.1 |
|
Press Release, dated September 29, 2025, Titled “Reliance Global Group Announces Special Cash Dividend of $0.03 Per Share.”
|
99.2 |
|
Press Release, dated September 29, 2025 Titled “Reliance Global Group (RELI) Announces Strategic Bitcoin (BTC) Purchase as Part of Digital Asset Treasury Strategy.” |
99.3 |
|
Press Release, dated September 30, 2025, Titled “Reliance Global Group (RELI) Adds XRP to Digital Asset Treasury, Expanding Enterprise-Grade Blockchain Portfolio” |
104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
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.
|
Reliance
Global Group, Inc. |
|
|
|
Dated:
October 1, 2025 |
By: |
/s/
Ezra Beyman |
|
|
Ezra
Beyman |
|
|
Chief
Executive Officer |