[8-K] RYVYL Inc. Reports Material Event

Rhea-AI Filing Summary

RYVYL Inc. reported it will cancel and reschedule its Annual Meeting of Stockholders. The meeting originally planned for October 30, 2025 is being moved to December 15, 2025, with a new record date of October 31, 2025. The company will revise proxy materials and make them available to all stockholders of record as of the new record date. A press release announcing these changes was furnished as Exhibit 99.1.

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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): October 29, 2025

RYVYL INC.
(Exact name of registrant as specified in its charter)

Nevada		001-34294		22-3962936
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

3131 Camino Del Rio North, Suite 1400
San Diego, CA 92108

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: (855) 201-1613

Check the appropriate box below if the Form 8-K 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 Exchange Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.001 per share		RVYL		The Nasdaq Stock Market LLC (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 (§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 8.01 Other Events.

On October 29, 2025, RYVYL Inc. (the “Company”) announced it planned to cancel and reschedule its Annual Meeting of Stockholders (the “Annual Meeting”) set for October 30, 2025. The Company intends to reschedule its 2025 Annual Meeting, with a new record date of October 31, 2025 and a new meeting date of December 15, 2025. Proxy materials will be revised and made available to all stockholders as of the new record date.

On October 29, 2025, the Company issued a press release announcing the cancellation and rescheduling of the Annual Meeting. A copy of the press release is furnished hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No.		Name of Exhibit
99.1		Press Release, issued on October 29, 2025.
104		Cover Page Interactive Data File (embedded within the inline XBRL document).

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	RYVYL Inc.
	By:	/s/ George Oliva
		George Oliva
		Chief Financial Officer

Dated: October 29, 2025

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FAQ

What did RVYL announce in its 8-K?

RYVYL Inc. canceled its October 30, 2025 Annual Meeting and rescheduled it to December 15, 2025 with a new record date of October 31, 2025.

What is the new record date for RVYL's 2025 Annual Meeting?

The new record date is October 31, 2025.

When is RVYL's rescheduled Annual Meeting?

The rescheduled meeting is on December 15, 2025.

Will RVYL issue new proxy materials?

Yes. Proxy materials will be revised and made available to stockholders of record as of October 31, 2025.

Did RVYL provide a press release about the change?

Yes. A press release announcing the cancellation and rescheduling was furnished as Exhibit 99.1.

Which shareholders can vote at RVYL's rescheduled meeting?

Stockholders of record as of October 31, 2025 are eligible to vote at the rescheduled meeting.