Filed
pursuant to Rule 424(b)(5)
Registration No. 333-275190
AMENDMENT
NO. 1 DATED September 18, 2025
To
Prospectus Supplement dated August 13, 2025
(To
Prospectus Dated November 7, 2023)
Up
to $248,138 of Shares
RELIANCE GLOBAL GROUP, INC.
Common
Stock
This
Amendment No. 1 to Prospectus Supplement (the “Amendment”) amends and supplements the information in our prospectus, dated
November 7, 2023 (the “Prospectus”), and the prospectus supplement, dated August 13, 2025 (the “Prospectus Supplement”),
each of which were filed pursuant to our registration statement on Form S-3 (File No. 333-275190) (the “Registration Statement”).
This Amendment should be read in conjunction with the Prospectus and Prospectus Supplement, and is qualified by reference thereto, except
to the extent that the information herein amends or supersedes the information contained in the Prospectus and the Prospectus Supplement.
This Amendment is not complete without, and may only be delivered or utilized in connection with, the Prospectus and Prospectus Supplement,
and any future amendments or supplements thereto.
This
Amendment is being filed in connection with our previously announced “at the market” offering program, and to update the
remaining amount of shares of our common stock, par value $0.086 per share (our “common stock”), that we may issue and sell
from time to time through or to H.C. Wainwright & Co., LLC (the “Agent”) as sales agent or principal, pursuant to the
terms of our previously announced At Market Offering Agreement, dated August 13, 2025, between us and the Agent (the “ATM Agreement”).
Our
common stock is listed on the Nasdaq Stock Market, or Nasdaq, under the symbol “RELI’’. As of September 18, 2025, the
aggregate market value of our common stock held by non-affiliates, or the public float, pursuant to General Instruction I.B.6 of Form
S-3 was $12,008,479, which was calculated based on 7,952,635 shares of our common stock outstanding held by non-affiliates as of September
18, 2025 and at a price of $1.51 per share, the last reported sale price for our common stock on July 23, 2025. As of the date hereof,
we have offered and sold $3,754,687 of shares of our common stock pursuant to General Instruction I.B.6 of Form S-3 during the prior
12 calendar month period that ends on and includes the date hereof. Pursuant to General Instruction I.B.6 of Form S-3, in no event will
we sell securities in public primary offerings on Form S-3 with a value exceeding one-third of our public float (as defined by General
Instruction I.B.6) in any 12 calendar month period so long as our public float remains below $75.0 million.
We
are filing this Amendment to amend the Prospectus Supplement to increase the maximum amount of shares we are eligible to sell under
our Registration Statement pursuant to General Instruction I.B.6 of Form S-3. Accordingly, in accordance with the terms of the ATM
Agreement, we may offer and sell common stock having an aggregate offering price of up to $248,138 from time to time through or to
the Agent pursuant to the Prospectus and Prospectus Supplement, as amended by this Amendment. However, in the event that our public
float increases or decreases, we may sell securities in public primary offerings on Form S-3 with a value up to one-third of our
public float, as calculated pursuant to General Instruction l.B.6 and subject to the terms of the ATM Agreement. In the event that
our public float increases above $75.0 million, we will no longer be subject to the limits in General Instruction l.B.6 of Form
S-3.
Investing
in our common stock involves risks. You should carefully consider the risks described under “Risk Factors” in the Prospectus
and Prospectus Supplement, as well as those described in our other reports and documents we filed with the Securities and Exchange Commission
(the “SEC”) that we incorporate by reference in the Prospectus, the Prospectus Supplement and this Amendment, before making
a decision to invest in our common stock.
Neither
the SEC, any state securities commission, nor any other regulatory body has approved or disapproved of these securities or determined
if this prospectus supplement amendment is accurate or complete. Any representation to the contrary is a criminal offense.
H.C.
Wainwright & Co.
The
date of this Amendment No. 1 to Prospectus Supplement is September 18, 2025
