false
0001839530
0001839530
2026-10-20
2026-10-20
0001839530
XBP:Commonstockparvalue0.0001pershareMember
2026-10-20
2026-10-20
0001839530
XBP:Redeemablewarrantseachtenwarrantsexercisableforoneshareofcommonstockatanexercisepriceof115.00Member
2026-10-20
2026-10-20
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or Section 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
October 20, 2026
XBP
Global Holdings, Inc.
(Exact name of registrant as specified in its
charter)
| Delaware |
|
001-40206 |
|
85-2002883 |
(State
or other jurisdiction of
incorporation or organization) |
|
(Commission
File Number) |
|
(I.R.S.
Employer Identification
Number) |
| |
6641
N. Belt Line Road, Suite 100
Irving,
Texas |
|
75063 |
|
| |
(Address
of principal executive offices) |
|
(Zip Code) |
|
(844)
935-2832
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 $0.0001 per share |
|
XBP |
|
The
Nasdaq
Capital Market |
| Redeemable
warrants, each ten warrants exercisable for one share of common stock at an exercise price of $115.00 |
|
XBPEW |
|
The
Nasdaq
Capital 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-2of 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
5.02(b) Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers
On October 20, 2026, Par Chadha, Chairman of the Board of Directors
(the “Board”) of XBP Global Holdings, Inc. (the “Company”), notified the Company that he will not stand for
re-election to the Board at the Company’s next annual meeting of stockholders. Mr. Chadha’s decision not to stand for
re-election was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies
or practices. Mr. Chadha will continue to serve as Chairman and a director of the Company until the expiration of his current term,
unless he resigns at an earlier date. The Company thanks Mr. Chadha for his years of service and many contributions to the Company
and its predecessor entities.
SIGNATURE
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.
Dated: October 26, 2026
| |
XBP GLOBAL HOLDINGS, INC. |
| |
|
|
| |
By: |
/s/ Dejan Avramovic |
| |
|
Dejan Avramovic |
| |
|
Chief Financial Officer |
