[8-K] Tilray Brands, Inc. Reports Material Event

Rhea-AI Filing Summary

Tilray Brands, Inc. filed a Form 8-K to share an updated investor presentation with the market. The company furnished the presentation as Exhibit 99.1 under Regulation FD, indicating it has been prepared and posted on its investor relations website. Tilray specifies that this material is being furnished, not filed, so it is not subject to Section 18 liability of the Exchange Act and is not automatically incorporated into other Securities Act or Exchange Act filings.

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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 17, 2025

Tilray Brands, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware	001-38594	82-4310622
(State or Other Jurisdiction	(Commission File	(IRS Employer
of Incorporation)	Number)	Identification No.)
265 Talbot Street West,
Leamington, ON		N8H 5L4
(Address of Principal Executive Offices,		(Zip Code)

(844) 845-7291

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	Name of each exchange on which registered
	Symbol(s)
Common Stock, $0.0001 par	TLRY
value per share		The Nasdaq Global Select 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 7.01             Regulation FD Disclosure.

Furnished as Exhibit 99.1 hereto and incorporated into this Item 7.01 by reference is the investor presentation that Tilray Brands, Inc. has prepared and made available on its website at https://ir.tilray.com/.

The foregoing (including Exhibit 99.2) is being furnished pursuant to Item 7.01 and will not be deemed to be filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise be subject to the liabilities of that section, nor will it be deemed to be incorporated by reference in any filing under the Securities Act or the Exchange Act.

Item 9.01 Financial Statements and Exhibits.

(d)       Exhibits.

Exhibit Number		Description
99.1		Investor Presentation, dated November 17, 2025.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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 thereunto duly authorized.

Tilray Brands, Inc.

Date: November 17, 2025                                                                                     

By: /s/ Mitchell Gendel

Name: Mitchell Gendel

Title: Global General Counsel

FAQ

What did Tilray Brands (TLRY) announce in this Form 8-K?

Tilray Brands, Inc. announced that it has prepared an investor presentation and is making it publicly available. The presentation is furnished as Exhibit 99.1 to the Form 8-K under Regulation FD.

Where can investors find Tilray Brands latest investor presentation?

The investor presentation is attached as Exhibit 99.1 to the Form 8-K and has been made available on Tilrays investor relations website at https://ir.tilray.com/.

How is the Tilray (TLRY) investor presentation treated under SEC rules?

The investor presentation is being furnished, not filed, under Item 7.01 Regulation FD Disclosure, meaning it is not subject to Section 18 liabilities of the Exchange Act and is not deemed incorporated by reference into other filings.

Which exhibit numbers are included in this Tilray Brands Form 8-K?

The Form 8-K includes Exhibit 99.1, the investor presentation dated November 17, 2025, and Exhibit 104, the cover page interactive data file embedded within the Inline XBRL document.

Who signed this Tilray Brands (TLRY) Form 8-K?

The report was signed on behalf of Tilray Brands, Inc. by Mitchell Gendel, the companys Global General Counsel, dated November 17, 2025.

What is the main regulatory item used in this Tilray Form 8-K?

The disclosure is made under Item 7.01 Regulation FD Disclosure, which is used to share information with investors in a fair and broad manner.