[8-K] Stran & Company, Inc. Warrant Reports Material Event

Rhea-AI Filing Summary

Stran & Company, Inc. furnished a press release on August 12, 2025 announcing its financial results for the three and six months ended June 30, 2025 and providing a business update. The company said it will host a conference call at 10:00 a.m. Eastern Time on August 13, 2025 to discuss the quarter, corporate progress and other developments. The press release is furnished as Exhibit 99.1. The filing states the furnished materials are not deemed "filed" under Section 18 of the Exchange Act and are not incorporated by reference unless expressly stated. The 8-K includes the companys standard forward-looking statements caution. The registrant identifies its common stock as SWAG and its warrants as SWAGW, both listed on The Nasdaq Stock Market LLC, and the report is signed by President and CEO Andrew Shape.

Insights

Financial Analyst

TL;DR: Routine 8-K furnishing a press release and conference call; the filing itself contains no numerical results, so review Exhibit 99.1 for material data.

This Form 8-K furnishes a press release announcing results for the three- and six-month periods ended June 30, 2025 and schedules a conference call on August 13, 2025. The filing explicitly states the press release is "furnished" and not "filed," limiting Section 18 liabilities. Because the 8-K text contains no financial figures, the material investor information will be in Exhibit 99.1 and the call. Impact is routine until numerical results or material developments are reviewed.

Corporate Governance Expert

TL;DR: Disclosure follows standard 8-K practice with a forward-looking caution and proper exhibit referencing; no governance or material corporate events disclosed.

The company complied with Item 2.02 by furnishing a press release and disclosing a conference call timetable. The document includes the required forward-looking statements caution and identifies exhibits (99.1 and Inline XBRL cover page). The report is signed by the CEO, and the emerging growth company box is checked. There are no departures, director changes, or other governance actions reported in this filing.

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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): August 12, 2025

STRAN & COMPANY, INC.

(Exact name of registrant as specified in its charter)

Nevada		001-41038		04-3297200
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

500 Victory Road, Suite 301, Quincy, MA		02171
(Address of principal executive offices)		(Zip Code)

800-833-3309

(Registrant’s telephone number, including area code)

2 Heritage Drive, Suite 600, Quincy, MA 02171

(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 $0.0001 per share		SWAG		The Nasdaq Stock Market LLC
Warrants, each warrant exercisable for one share of Common Stock at an exercise price of $4.81375		SWAGW		The Nasdaq Stock Market LLC

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 2.02 Results of Operations and Financial Condition.

On August 12, 2025, Stran & Company, Inc. (the “Company”) issued a press release announcing its financial results for the three and six months ended June 30, 2025 and providing a business update. A copy of the press release is furnished as Exhibit 99.1 to this report. The press release also announced that the Company will hold a conference call at 10:00 a.m. Eastern Time on August 13, 2025 to discuss its financial results for the fiscal quarter ended June 30, 2025, the Company’s corporate progress and other developments. A copy of the press release is furnished as Exhibit 99.1 to this report.

The information furnished pursuant to this Item 2.02 (including Exhibit 99.1 hereto), 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 Exchange Act or the Securities Act of 1933, as amended (the “Securities Act”), except as expressly set forth by specific reference in such a filing.

Forward-Looking Statements

The press release attached as Exhibit 99.1 hereto and the statements contained therein include “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act, which statements involve substantial risks and uncertainties. Forward-looking statements generally relate to future events or the Company’s future financial or operating performance. In some cases, you can identify these statements because they contain words such as “may,” “will,” “believes,” “expects,” “anticipates,” “estimates,” “projects,” “intends,” “should,” “seeks,” “future,” “continue,” “plan,” “target,” “predict,” “potential,” or the negative of such terms, or other comparable terminology that concern the Company’s expectations, strategy, plans, or intentions. Forward-looking statements relating to expectations about future results or events are based upon information available to the Company as of today’s date and are not guarantees of the future performance of the Company, and actual results may vary materially from the results and expectations discussed. Forward-looking statements include, but are not limited to, the Company’s expectations regarding synergies from its acquired businesses, its financial position and operating performance, its expectations regarding its business initiatives, the Company’s expectations about its operating performance, trends in its business, the effectiveness of its growth strategies, its market opportunities, and demand for its products and services in general. The Company’s expectations and beliefs regarding these matters may not materialize, and actual results in future periods are subject to risks and uncertainties that could cause actual results to differ materially from those projected, including risks and uncertainties described in the section titled “Risk Factors” in the Company’s periodic reports with the Securities and Exchange Commission. All subsequent written and oral forward-looking statements concerning the Company or other matters and attributable to the Company or any person acting on its behalf are expressly qualified in their entirety by the cautionary statements above. The Company does not undertake any obligation to publicly update any of these forward-looking statements to reflect events or circumstances that may arise after the date hereof, except as required by law.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description of Exhibit
99.1		Press Release dated August 12, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

1

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.

Date: August 12, 2025	STRAN & COMPANY, INC.
	/s/ Andrew Shape
	Name:	Andrew Shape
	Title:	President and Chief Executive Officer

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FAQ

When will Stran & Company (SWAGW) discuss Q2 2025 results?

The conference call is scheduled for 10:00 a.m. Eastern Time on August 13, 2025.

Does the 8-K include the numerical financial results for the quarter?

No. The Form 8-K furnishes a press release announcing results but does not include numerical results in the 8-K text; see Exhibit 99.1 for the press release.

Where can investors find the press release referenced in the 8-K?

The press release is furnished as Exhibit 99.1 to the Form 8-K filed on August 12, 2025.

Are the furnished materials in the 8-K considered "filed" under the Exchange Act?

No. The filing states the information furnished (including Exhibit 99.1) shall not be deemed "filed" for purposes of Section 18 of the Exchange Act unless expressly incorporated by reference.

What securities and tickers are listed for Stran & Company in the filing?

Common Stock with ticker SWAG and Warrants with ticker SWAGW, both listed on The Nasdaq Stock Market LLC.

Who signed the Form 8-K for Stran & Company?

Andrew Shape, President and Chief Executive Officer, signed the report dated August 12, 2025.