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2026-08-28
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of
The
Securities Exchange Act of 1934
Date
of Report: August 28, 2026
(Date
of earliest event reported)
RELIABILITY
INCORPORATED
(Exact
name of registrant as specified in its charter)
| Texas |
|
000-07092 |
|
75-0868913 |
(State
or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS
Employer
Identification No.) |
22505
Gateway Center Drive
P.O.
Box 71
Clarksburg,
MD 20871
(Address
of principal executive offices, including zip code)
(202)
965-1100
(Registrant’s
telephone number, including area code)
Not
Applicable
(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, no par value |
|
RLBY |
|
OTC
Pink Sheets |
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
5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers
(b) Departure of Chief Executive Officer and Director.
On August 28, 2026, Mr. Nicholas Tsahalis, Chief Executive Officer of Reliability, Inc. (“Company”), responsible for
The Maslow Media Group, Inc., a wholly named subsidiary of the Company, has mutually agreed to leave his position with the Company effective
August 21, 2026. Mr. Tsahalis also agreed to leave the Board of Directors. In connection with his departure, the Company and
Mr. Tsahalis entered into a Separation and Release Agreement (the “Separation Agreement”), which became effective August
28, 2026, upon expiration of its revocation period.
Under
the Separation Agreement, the Company will (i) continue to pay Mr. Tsahalis’s base salary of $287,800 for twelve months following
August 21, 2026, and (ii) pay for COBRA continuation coverage through December 31, 2026. These payments are made in lieu of the lump-sum
severance payment of $287,800 which may have been payable within 60 days of termination, to which Mr. Tsahalis may have otherwise
have been entitled under his employment agreement with the Company. The foregoing description is qualified in its entirety by reference
to the Separation Agreement, filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
(c)
Appointment of Certain Officers. The Board approved the following officer appointments, effective September 2, 2026:
Mark
Speck was appointed President of the Company and its wholly owned subsidiary, Maslow Media Group, Inc. (“MMG”), and will
continue to serve as Chief Financial Officer of both entities, a role he has held with the Company since October 2019 and with MMG since
April 2019.
John
Pickeral was appointed Executive Vice President and Chief Operating Officer of the Company and MMG. Mr. Pickeral joined MMG in July
2025 as Vice President of Client Development.
Neither
Mr. Speck nor Mr. Pickeral has any arrangement or understanding with any other person pursuant to which he was selected as an officer,
has a family relationship with any director or executive officer of the Company, or is a party to a transaction requiring disclosure
under Item 404(a) of Regulation S-K.
Item
9.01 — Financial Statements and Exhibits
(d)
Exhibits.
Exhibit
10.1 — Separation and Release Agreement, dated August 20, 2026, by and between Reliability, Incorporated and Nick Tsahalis.
Exhibit
104 — Cover Page Interactive Data File (embedded within the Inline XBRL document).
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.
| |
RELIABILITY
INCORPORATED |
| |
|
|
| |
By: |
/s/
Mark R. Speck |
| |
|
Mark
R. Speck |
|
|
President
and Chief Financial Officer |
Date: September 2, 2026