Form 8-K - Groowe Newsroom

8-K — Arrive AI Inc.

Accession: 0001493152-26-016556

Filed: 2026-04-14

Period: 2026-04-10

CIK: 0001818274

SIC: 7340 (SERVICES-TO DWELLINGS & OTHER BUILDINGS)

Item: Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Financial Statements and Exhibits

Documents

8-K — form8-k.htm (Primary)

EX-99.1 (ex99-1.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: form8-k.htm · Sequence: 1

false

0001818274

2026-04-10

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 15(d) of the Securities Exchange Act of 1934

Date

of Report (Date of earliest event Reported): April 10, 2026

Arrive

AI Inc.

(Exact

Name of Registrant as Specified in Charter)

001-42645

(Commission

File Number)

Delaware

85-0935006

(State

or Other Jurisdiction

Incorporation)

(I.R.S.

Employer

Identification

Number)

9100

Fall View Drive

Fishers,

IN 46037

(Address

of principal executive offices, with zip code)

(463)

270-0092

(Registrant’s

telephone number, including area code)

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

ARAI

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 (17 CFR§230.405)

or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging

growth company ☒

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

4.02. Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review.

During

preparation of the Arrive AI Inc.’s (the “Company”) Annual Report on Form 10-K for the year ended December 31, 2025,

the Company identified a potential accounting error in the reported values related to the Convertible Notes (the “Note”)

under the Securities Purchase Agreement with Streeterville Capital, LLC (“Streeterville”). Specifically, the conversion feature

of the Note contains an embedded derivative under Accounting Standards Codification (ASC) 815-40, Derivatives and Hedging. The

restatement has a non-cash impact on the reported results, but will impact the reported net income, balance sheet presentation and footnote

disclosures. The Company has engaged a third-party valuation firm to determine the appropriate fair value for the instrument. The results

of this analysis, and the financial statement adjustments will be evaluated by the Company’s independent auditors, and their derivative

experts.

a result of the foregoing, the Company has determined, and under the advisement of its auditors, that the Company’s previously

issued financial statements, contained within its Quarterly Reports on Form 10-Q for the quarters ended September 30, 2025 and June 30,

2025 should no longer be relied upon due to errors in such financial statements. Therefore, a restatement of these prior financial statements

is required. Accordingly, the Company intends to restate the aforementioned financial statements by amending its Quarterly Reports on

Form 10-Q for the quarters ended September 30, 2025 and June 30, 2025, as soon as reasonably practicable.

The

Company has remediated the accounting error in the reported values related to the Note under the Securities Purchase Agreement with Streeterville

in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.

Item

5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

Director

Appointment

April 10, 2026, the Nominating and Governance Committee (the “Committee”) of the Board of Directors (the “Board”)

of the Company appointed Michael Fitz as a member of the Board, effective April 16, 2026.

connection with Mr. Fitz’s appointment to the Board and in accordance with the Company’s standard compensation arrangements

for non-employee directors, Mr. Fitz will be entitled to an annual cash retainer of $40,000. Additionally, Mr. Fitz will be entitled

to equity compensation in the form of restricted stock units (“RSUs”) valued at $150,000 annually, vesting one year from

the grant date, and issued quarterly. Mr. Fitz is also entitled to reimbursement of reasonable out-of-pocket expenses incurred in connection

with Board services, upon submission of proper documentation.

copy of the press release announcing the appointment of Mr. Fitz to the Board is attached hereto as Exhibit 99.1.

Item

9.01. Financial Statements and Exhibits.

(d)

Exhibits.

Exhibit

Number

Description

99.1

Press Release dated April 14, 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.

ARRIVE

AI, INC.

Date:

April 14, 2026

By:

/s/

Daniel S. O’Toole

Daniel

S. O’Toole

Chief

Executive Officer

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit 99.1

Arrive

AI Appoints T-Mobile Executive Michael Fitz to Board of Directors

INDIANAPOLIS,

INDIANA / ACCESS Newswire / April 14, 2026 / Arrive AI (NASDAQ:ARAI), an autonomous delivery network anchored by patented AI-powered

Arrive Points™, announced today that Michael Fitz, Vice President of Solution Sales and Indirect Channels at T-Mobile for Business,

has joined its Board of Directors. Fitz brings more than three decades of experience in telecommunications, enterprise technology, and

global network solutions to Arrive AI as it continues to scale its platform and expand market adoption.

“Mike

Fitz brings strategic thinking from the perspective of a $220B + market cap company in an parallel field with the aligned vision and

buy-in of what we are building here at Arrive AI each day! Arrive AI continues to have world class leadership validate our mission through

their joining of our journey! I am both humbled and flattered,” said Dan O’Toole, CEO of Arrive AI. “As we continue

to build the infrastructure and network powering the last inch of the last-mile delivery, his insight into 5G, IoT, and partner ecosystems

will be invaluable in accelerating our growth and delivering long-term value for our shareholders.”

Fitz

currently leads national teams at T-Mobile for Business delivering advanced connectivity and technology solutions, including 5G, fixed

wireless internet, IoT, collaboration, and security, helping organizations operate more efficiently and stay connected. He also oversees

T-Mobile’s partner and reseller ecosystem, expanding market reach through third-party providers and enabling end-to-end customer

solutions.

Previously,

Fitz served as General Manager of T-Mobile’s Global Wireline business, a multi-billion-dollar division delivering fiber, dedicated

internet, private networks, and managed services solutions for enterprise and carrier customers worldwide. In that role, he led strategy,

operations, product portfolio, and commercial performance, guiding the business through significant growth, modernization, and its successful

divestiture.

Fitz

has spent more than 30 years with T-Mobile and Sprint, holding leadership roles across customer service, strategy, sales engineering,

and product management. He has received multiple executive leadership recognitions and industry honors, including Fierce Telecom’s

“Rising Star of Wireline.” Earlier in his career, he worked at GE in network and data security after completing GE’s

Information Systems Management Program.

“Arrive

AI sits at the intersection of artificial intelligence and the physical movement of goods, with a clear opportunity to reshape how those

worlds connect,” said Michael Fitz. “I’m excited to join the Board and support the team as they scale the platform,

expand adoption, and build lasting shareholder value.”

Fitz

also brings extensive governance and nonprofit leadership experience, having served 12 years on the Board of Directors of National Safe

Place, including six years as Chairman, supporting runaway and homeless youth nationwide.

Mr.

Fitz holds an MBA from the University of Maryland and a bachelor’s degree in Computer Engineering from Bucknell University. He

lives in Leesburg, Virginia with his wife and family.

Arrive

AI makes autonomous delivery work, ensuring security and chain-of-custody to the intended recipients at the right time. The company provides

tracking data, smart logistics alerts and advanced custody controls to secure last-mile delivery for shippers, delivery services, and

autonomous networks. Arrive AI’s foundational patent - for a universal access point that asynchronously interacts with people,

robots and drones - was filed four days before Amazon’s. Since then, the company has expanded its IP portfolio to include numerous

claims and patents such as climate assistance and anti-theft features.

About

Arrive AI

Arrive

AI’s patented Autonomous Last Mile (ALM) platform enables secure, efficient delivery to and from a smart, AI-powered mailbox, whether

by drone, ground robot or human courier. The platform provides real-time tracking, smart logistics alerts and advanced chain of custody

controls to support shippers, delivery services and autonomous networks. By combining artificial intelligence with autonomous technology,

Arrive AI makes the exchange of goods between people, robots and drones frictionless and convenient. Its system integrates with smart

home devices such as doorbells, lighting and security systems to streamline the entire last-mile delivery experience. Learn more at www.arriveai.com

(http://www.arriveai.com/).

Media

contact: Kylie Conway at media@arriveai.com

Investor

Relations Contact: Alliance Advisors IR, ARAI.IR@allianceadvisors.com

Cautionary

Note Regarding Forward Looking Statements

This

news release and statements of Arrive AI’s management in connection with this news release or related events contain or may contain

“forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and the

Private Securities Litigation Reform Act of 1995. In this context, forward-looking statements mean statements (including statements related

to the closing, and the anticipated benefits to the Company, of the private placement described herein) related to future events, which

may impact our expected future business and financial performance, and often contain words such as “expects”, “anticipates”,

“intends”, “plans”, “believes”, “potential”, “will”, “should”,

“could”, “would” ,”optimistic” or “may” and other words of similar meaning. These forward-looking

statements are based on information available to us as of the date of this news release and represent management’s current views

and assumptions. Forward-looking statements are not guarantees of future performance, events or results and involve significant known

and unknown risks, uncertainties and other factors which may be beyond our control. Readers are cautioned not to place undue reliance

on these forward-looking statements, which apply only as of the date of this news release. Potential investors should review Arrive AI’s

Registration Statement for more complete information, including the risk factors that may affect future results, which are available

for review at www.sec.gov (http://www.sec.gov/). Accordingly, forward-looking statements should not be relied upon as a predictor of

actual results. We do not undertake to update our forward-looking statements to reflect events or circumstances that may arise after

the date of this news release, except as required by law.

SOURCE:

Arrive AI Inc.

XML — IDEA: XBRL DOCUMENT

XML

Filename: R1.htm · Sequence: 7

v3.26.1

Cover

Apr. 10, 2026

Cover [Abstract]

Document Type

8-K

Amendment Flag

false

Document Period End Date

Apr. 10, 2026

Entity File Number

001-42645

Entity Registrant Name

Arrive

AI Inc.

Entity Central Index Key

0001818274

Entity Tax Identification Number

85-0935006

Entity Incorporation, State or Country Code

Entity Address, Address Line One

9100

Fall View Drive

Entity Address, City or Town

Fishers

Entity Address, State or Province

Entity Address, Postal Zip Code

46037

City Area Code

(463)

Local Phone Number

270-0092

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Title of 12(b) Security

Common

Stock

Trading Symbol

ARAI

Security Exchange Name

NASDAQ

Entity Emerging Growth Company

true

Elected Not To Use the Extended Transition Period

false

- Definition

Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.

+ References

No definition available.

+ Details

Name:

dei_AmendmentFlag

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Area code of city

+ References

No definition available.

+ Details

Name:

dei_CityAreaCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Cover page.

+ References

No definition available.

+ Details

Name:

dei_CoverAbstract

Namespace Prefix:

dei_

Data Type:

xbrli:stringItemType

Balance Type:

Period Type:

duration

- Definition

For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

+ References

No definition available.

+ Details

Name:

dei_DocumentPeriodEndDate

Namespace Prefix:

dei_

Data Type:

xbrli:dateItemType

Balance Type:

Period Type:

duration

- Definition

The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

+ References

No definition available.

+ Details

Name:

dei_DocumentType

Namespace Prefix:

dei_

Data Type:

dei:submissionTypeItemType

Balance Type:

Period Type:

duration

- Definition

Address Line 1 such as Attn, Building Name, Street Name

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine1

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the City or Town

+ References

No definition available.

+ Details

Name:

dei_EntityAddressCityOrTown

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Code for the postal or zip code

+ References

No definition available.

+ Details

Name:

dei_EntityAddressPostalZipCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the state or province.

+ References

No definition available.

+ Details

Name:

dei_EntityAddressStateOrProvince

Namespace Prefix:

dei_

Data Type:

dei:stateOrProvinceItemType

Balance Type:

Period Type:

duration

- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityCentralIndexKey

Namespace Prefix:

dei_

Data Type:

dei:centralIndexKeyItemType

Balance Type:

Period Type:

duration

- Definition

Indicate if registrant meets the emerging growth company criteria.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityEmergingGrowthCompany

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Indicate if an emerging growth company has elected not to use the extended transition period for complying with any new or revised financial accounting standards.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 7A

-Section B

-Subsection 2

+ Details

Name:

dei_EntityExTransitionPeriod

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

+ References

No definition available.

+ Details

Name:

dei_EntityFileNumber

Namespace Prefix:

dei_

Data Type:

dei:fileNumberItemType

Balance Type:

Period Type:

duration

- Definition

Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

Namespace Prefix:

dei_

Data Type:

dei:edgarStateCountryItemType

Balance Type:

Period Type:

duration

- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityRegistrantName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityTaxIdentificationNumber

Namespace Prefix:

dei_

Data Type:

dei:employerIdItemType

Balance Type:

Period Type:

duration

- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

dei_LocalPhoneNumber

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

Name:

dei_PreCommencementIssuerTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

dei_PreCommencementTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

+ Details

Name:

dei_Security12bTitle

Namespace Prefix:

dei_

Data Type:

dei:securityTitleItemType

Balance Type:

Period Type:

duration

- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

dei_

Data Type:

dei:edgarExchangeCodeItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

Name:

dei_SolicitingMaterial

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

dei_

Data Type:

dei:tradingSymbolItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

dei_WrittenCommunications

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration