Form 8-K
8-K — Reliance Global Group, Inc.
Accession: 0001493152-26-046708
Filed: 2026-10-13
Period: 2026-10-05
CIK: 0001812727
SIC: 6411 (INSURANCE AGENTS BROKERS & SERVICES)
Item: Regulation FD Disclosure
Item: Financial Statements and Exhibits
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8-K — form8-k.htm (Primary)
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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): October 5, 2026
RELIANCE
GLOBAL GROUP, INC.
(Exact
Name of Registrant as Specified in Its Charter)
Florida
001-40020
46-3390293
(State
or Other Jurisdiction
of
Incorporation)
(Commission
File
Number)
(IRS
Employer
Identification
No.)
300
Blvd. of the Americas, Suite 105
Lakewood,
New Jersey
08701
(Address
of Principal Executive Offices)
(Zip
Code)
(732)
380-4600
(Registrant’s
Telephone Number, Including Area Code)
N/A
(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 $0.086 per share
EZRA
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 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
7.01. Regulation FD Disclosure.
On
October 5, 2026, the Company issued a press release titled “Reliance Global Group Becomes Debt Free Following Retirement of 100%
of Its Term Debt.” A copy of the press release is furnished as Exhibit 99.1 hereto.
The
information in this Item 7.01, including Exhibit 99.1, 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”), or otherwise subject to the liabilities
of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the
Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
Exhibit
No.
Description
99.1
Press Release of Reliance Global Group, Inc., dated October 5, 2026.
104
Cover
Page Interactive Data File (embedded within the Inline XBRL document)
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.
Reliance
Global Group, Inc.
Dated:
October 13, 2026
By:
/s/
Ezra Beyman
Ezra
Beyman
Chief
Executive Officer
EX-99.1
EX-99.1
Filename: ex99-1.htm · Sequence: 2
Exhibit 99.1
Reliance
Global Group Becomes Debt Free Following Retirement of 100% of Its Term Debt
Repayment
of Oak Street Funding Term Loan Eliminates Approximately $1 Million of Annual Principal, Interest and Fee Payments
LAKEWOOD,
N.J., October 05, 2026 (GLOBE NEWSWIRE) — Reliance Global Group, Inc. (Nasdaq: EZRA) (“Reliance,” “EZRA”
or the “Company”), an InsurTech company leveraging artificial intelligence, cloud computing and advanced technologies
to transform the insurance agency/brokerage industry, today announced that it has repaid in full its term loan with Oak Street Funding
LLC, which was the Company’s only term debt. As a result of the repayment, the Company has no outstanding term debt. The term loan
had an outstanding balance of approximately $4.4 million as of June 30, 2026. Following the repayment, the Company has more than $6 million
of cash on its balance sheet.
The
loan was repaid with approximately $1.2 million from the sale of Southwestern Montana Insurance Center, which closed on September 11,
2026, approximately $2.2 million from the sale of Altruis Benefit Consulting, which closed on September 24, 2026, and approximately
$1.0 million of cash previously held as collateral for the loan.
Highlights
●
Term
debt retired. Following repayment of the Oak Street Funding term loan, the Company has retired 100% of its term debt.
●
More
than $6 million of cash. Even after the repayment, the Company has more than $6 million of cash on its balance sheet.
●
Lower
annual debt service. Repayment eliminates approximately $1 million of annual principal, interest and service fee payments, including
approximately $400,000 of annual interest and service fees.
●
Cash
collateral applied. Approximately $1.0 million of cash previously held as collateral for the loan was applied toward the payoff.
●
Funded
by asset sales. The repayment was funded with proceeds from the Company’s sales of non-core agencies and cash previously
held as loan collateral, without the issuance of any shares.
“Retiring
our term debt has been a priority since we began monetizing our non-core agencies, and doing so this month strengthens our balance sheet
in a meaningful way,” said Ezra Beyman, Chairman and Chief Executive Officer of Reliance Global Group. “With the loan repaid,
more of our cash can go toward our AI platform and the RELI Exchange network, and we have greater flexibility as we plan the Company’s
next stage of growth.”
About
Reliance Global Group, Inc.
Reliance
Global Group, Inc. (Nasdaq: EZRA) is an InsurTech company leveraging artificial intelligence, cloud computing and advanced technologies
to transform the insurance agency/brokerage industry. Through its growing portfolio of proprietary AI solutions and insurance operations,
the Company is focused on enhancing operational efficiency, improving customer experiences and creating long-term shareholder value.
Further information about the Company can be found at https://www.relianceglobalgroup.com.
Cautionary
Note Regarding Forward-Looking Statements
This
press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended,
Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. Forward-looking
statements are statements other than statements of historical fact and may be identified by the use of words or expressions such as “may,”
“should,” “could,” “would,” “will,” “expect,” “anticipate,” “intend,”
“plan,” “believe,” “estimate,” “continue,” “target,” “project,”
“potential,” or similar expressions, or by discussions of strategy, plans or intentions. Forward-looking statements in this
press release include, without limitation, statements regarding: the anticipated effects of the repayment of the Company’s term
loan on its cash position, interest expense, liquidity, capital structure and financial flexibility; the Company’s intended use
of cash; the Company’s portfolio monetization strategy; and the continued development, deployment and potential commercialization
of the Company’s proprietary artificial intelligence platform and its RELI Exchange InsurTech platform.
These
statements are based on management’s current expectations and assumptions and are subject to risks, uncertainties and other factors,
many of which are beyond the Company’s control. Should one or more of these risks or uncertainties materialize, or should any underlying
assumptions prove incorrect, actual results may differ materially from those expressed or implied by these forward-looking statements.
Such
risks and uncertainties include, without limitation: the Company’s ability to fund its operations and growth initiatives from existing
cash and operating cash flow, and its potential need to raise additional capital, which may not be available on acceptable terms, or
at all; the loss of the revenue and operating cash flow historically contributed by the divested agencies and the resulting impact on
the Company’s consolidated results of operations; the risk that the Company is unable to redeploy capital into initiatives that
generate the anticipated returns; the Company’s ability to maintain compliance with the continued listing standards of The Nasdaq
Capital Market; the development, deployment, market acceptance and potential commercialization of the Company’s proprietary artificial
intelligence technologies; competition, regulatory developments and other risks affecting the insurance brokerage and InsurTech industries;
and general business, economic, market and geopolitical conditions. Additional information regarding these and other factors that may
cause actual results to differ materially is included under the heading “Risk Factors” in the Company’s Annual Report
on Form 10-K for the year ended December 31, 2025, as amended, and in the Company’s subsequent Quarterly Reports on Form 10-Q and
other filings with the Securities and Exchange Commission, copies of which are available free of charge at www.sec.gov.
Readers
are cautioned not to place undue reliance on forward-looking statements. The forward-looking statements in this press release speak only
as of the date of this press release. Except as required by applicable law, the Company undertakes no obligation to publicly update or
revise any forward-looking statement, whether as a result of new information, future events or otherwise.
Investor
Relations Contact:
Crescendo
Communications, LLC
Tel:
+1 (212) 671-1020
Email:
EZRA@crescendo-ir.com
###
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