[8-K] STANDARD PREMIUM FINANCE HOLDINGS, INC. Reports Material Event

Rhea-AI Filing Summary

Standard Premium Finance Holdings (SPFX) reported annual meeting results. Shareholders elected three directors—John Leavitt (1,353,227 votes for), Christopher Perrucci (1,376,939 for), and Carl Christian Hoechner (1,371,005 for)—to serve terms expiring at the 2028 Annual Meeting. Withheld votes were limited and broker non-votes were 1,401 where applicable.

Shareholders also ratified Stephano Slack, LLC as the independent registered public accounting firm for fiscal 2025 with 1,378,340 votes for and no votes against or abstentions. As of the September 8, 2025 record date, shares entitled to vote were 3,167,216, consisting of 3,001,216 common shares and 166,000 preferred shares.

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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): November 7, 2025

STANDARD PREMIUM FINANCE HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Florida	000-56243	81-2624094
(State or Other Jurisdiction	(Commission	(I.R.S. Employer
of Incorporation)	File Number)	Identification No.)

13590 SW 134th Avenue, Suite 214, Miami, FL 33186

(Address of Principal Executive Office) (Zip Code)

305-232-2752

(Registrant’s telephone number, including area code)

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: None

Title of each class Trading Symbol(s) Name of each exchange on which registered

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 checkmark 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 5.07 Submission of Matters to a Vote of Security Holders.

The annual meeting of shareholders of Standard Premium Finance Holdings, Inc. (the “Company”) was held on November 7, 2025. As of the Record Date of September 8, 2025, there were 3,001,216 shares of common stock outstanding and 166,000 shares of preferred stock, for a total of 3,167,216 shares entitled to notice of and to vote at the Annual Meeting. The matters voted upon at the Annual Meeting and the results of the voting are set forth below.

Proposal 1 – Election of Directors

Shareholders approved the election of three directors to serve as directors for a three-year term to expire at the 2028 Annual Meeting. The voting results for this proposal are as follows:

Nominee		Votes For				Votes Withheld				Broker Non-Votes
John Leavitt			1,353,227				23,712				1,401
Christopher Perrucci			1,376,939				—				1,401
Carl Christian Hoechner			1,371,005				5,934				1,401

There were no abstentions.

Proposal 2 – Ratification of independent registered accounting firm for 2025

Shareholders ratified the appointment of Stephano Slack, LLC to serve as the Company’s independent registered public accounting firm for its 2025 fiscal year. The voting results for this proposal are as follows:

Votes For				Votes Against				Abstain
	1,378,340				—				—

There were no abstentions or broker non-votes.

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.

	STANDARD PREMIUM FINANCE HOLDINGS, INC.
Dated:  November 12, 2025	By:	/s/ William J. Koppelmann
		William J. Koppelmann Chairman and Chief Executive Officer

FAQ

What did SPFX shareholders approve at the annual meeting?

They elected three directors to terms expiring at the 2028 Annual Meeting and ratified Stephano Slack, LLC as the independent auditor for fiscal 2025.

Who were the directors elected by SPFX shareholders?

John Leavitt (1,353,227 votes for), Christopher Perrucci (1,376,939 for), and Carl Christian Hoechner (1,371,005 for).

How did SPFX shareholders vote on the auditor ratification?

Auditor ratification received 1,378,340 votes for, with no votes against or abstentions.

How many SPFX shares were entitled to vote?

A total of 3,167,216 shares as of September 8, 2025, including 3,001,216 common shares and 166,000 preferred shares.

Were there broker non-votes or abstentions on director elections?

Director votes showed limited broker non-votes (1,401 where applicable) and no abstentions.

When do the newly elected SPFX directors’ terms end?

Their terms expire at the 2028 Annual Meeting.