Upexi (NASDAQ: UPXI) names S◎L Big Brain to advisory committee

Rhea-AI Filing Summary

Upexi, Inc. added S◎L Big Brain to the company’s Advisory Committee, joining Arthur Hayes as founding members of this group. The move, announced in a press release dated September 30, 2025, expands the small group of external advisors that provide guidance to the company. The report notes that the press release is furnished for informational purposes under securities laws rather than being treated as part of Upexi’s formal financial reporting.

8-K Event Classification

2 items: 8.01, 9.01

2 items

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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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): September 30, 2025

_______________________________

UPEXI, INC.

(Exact name of registrant as specified in its charter)

_______________________________

Delaware		001-40535		83-3378978
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

3030 N. Rocky Point Drive, Suite 420

Tampa, FL 33607

(Address of Principal Executive Offices) (Zip Code)

(727) 287-2800

(Registrant's telephone number, including area code)

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 Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.00001		UPXI		NASDAQ

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 September 30, 2025, Upexi, Inc. (the “Company”) issued a press release announcing the addition of S◎L Big Brain to the Upexi Advisory Committee, joining Arthur Hayes as founding Upexi Advisory Committee members. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference herein.

The information in Item 8.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any of the Company’s filings under the Securities Act, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference to this Report in such filing.

Item 9.01 Financial Statements and Exhibits.

Exhibit No.		Exhibit Description
99.1		Press Release of Upexi, Inc., dated September 30, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL Document)

2

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.

		UPEXI, INC.
Dated: October 3, 2025		/s/ Andrew J. Norstrud
		Name: Andrew J. Norstrud
		Title: Chief Financial Officer

3

FAQ

What did Upexi (UPXI) announce on September 30, 2025?

Upexi, Inc. announced that S◎L Big Brain has been added to the Upexi Advisory Committee, joining Arthur Hayes as founding members of this advisory group.

Who are the founding members of the Upexi (UPXI) Advisory Committee?

The founding members of the Upexi Advisory Committee are S◎L Big Brain and Arthur Hayes, as identified in the company’s September 30, 2025 announcement.

How did Upexi (UPXI) communicate the Advisory Committee change?

Upexi communicated the change through a press release dated September 30, 2025, which is included as Exhibit 99.1 and referenced in the report.

Does the Upexi (UPXI) announcement affect its financial statements?

The information about adding S◎L Big Brain to the Advisory Committee is furnished and is not treated as filed financial information under the Securities Exchange Act of 1934.

Where can investors find more details on Upexi’s Advisory Committee update?

More details are provided in the Upexi, Inc. press release dated September 30, 2025, which is attached as Exhibit 99.1 to the report.