false
0001795851
0001795851
2026-09-21
2026-09-21
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): September
21, 2026
Stewards, Inc.
(Exact name of registrant as specified in its charter)
| Nevada |
001-43473 |
88-0436017 |
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
|
4300 N. University Drive Suite D-105
Lauderhill, Florida |
33351 |
| (Address of principal executive offices) |
(Zip Code) |
Registrant’s telephone number, including area code: 1.516.419-5300
|
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 (17CFR 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 |
SWRD |
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 (§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
1.02 Termination of a Material Definitive Agreement.
On
September 21, 2026, Stewards, Inc. (the "Company") and Accretiv Investment Holdings Inc., a Georgia corporation (the "Lender"),
entered into a Termination and Release Agreement, effective as of the same date (the "Termination Agreement"), pursuant to
which the parties terminated and cancelled in their entirety (i) the Promissory Note dated as of September 2, 2026, issued by the Company
to the Lender in the original principal amount of $1,500,000 (the "Note") and (ii) the related Security Agreement dated as
of September 2, 2026 (the "Security Agreement"). The Company has no material relationship with the Lender other than in respect
of the Note, the Security Agreement, the Termination Agreement, and the financing contemplated by those agreements.
As
previously disclosed in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on September 4, 2026,
the Note contemplated secured, short-term bridge financing in the original principal amount of $1,500,000. If funded, the principal would
have been due on September 21, 2026, and a fixed lender return of $75,000 would have been payable on or before November 30, 2026. The
Security Agreement provided for a junior security interest in substantially all of the Company's personal property, subordinate to the
Company's existing senior liens.
The
Lender did not advance any portion of the contemplated principal, the Company did not receive any loan proceeds from the Lender, and
no funding date occurred under the Note. Accordingly, no principal is outstanding, the $75,000 lender return was not earned, no event
of default occurred, and the Company does not owe the Lender any principal, interest, default interest, liquidated damages, fee, expense,
enforcement cost, indemnity, or other amount under or in connection with the Note or the Security Agreement.
Under
the Termination Agreement, the Note and the Security Agreement are of no further force or effect. The Lender irrevocably released every
actual, asserted, contingent, or purported lien or security interest arising under or in connection with those agreements. The Lender
represented that it had not filed or authorized any UCC financing statement or similar lien record in connection with the financing.
If such a record is later identified, the Lender must take the actions required by the Termination Agreement to terminate it.
The
Company and the Lender granted mutual releases of claims arising from or relating to the Note, the Security Agreement, the contemplated
financing, and the absence of funding, subject to specified exclusions for claims arising from a breach of the Termination Agreement
or from fraud or intentional misrepresentation in connection with the Termination Agreement. The Termination Agreement does not constitute
an admission of liability, wrongdoing, or breach by either party.
The
Company incurred no early termination penalty and is not required to pay any termination fee or other amount to the Lender in connection
with the termination.
The
foregoing description of the Termination Agreement does not purport to be complete and is qualified in its entirety by reference to the
full text of the Termination Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein
by reference.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
| Exhibit
No. |
Description |
| 10.1* |
Termination and Release Agreement, dated as of September 21, 2026, by and between Stewards, Inc. and Accretiv Investment Holdings Inc. |
| 104 |
Cover
Page Interactive Data File (embedded within the Inline XBRL document). |
*
Filed herewith.
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.
Stewards,
Inc.
/s/
Katuischia Murless
Katuischia
Murless
Chief Financial Officer
Date
September 24, 2026
