Form 8-K

8-K — Mobile Infrastructure Corp

Accession: 0001493152-26-036341

Filed: 2026-08-06

Period: 2026-08-06

CIK: 0001847874

SIC: 6500 (REAL ESTATE)

Item: Regulation FD Disclosure

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

0001847874

2026-08-06

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)

the Securities Exchange Act of 1934

Date

of Report (Date of earliest event reported): August 6, 2026

MOBILE

INFRASTRUCTURE CORPORATION

(Exact

name of registrant as specified in its charter)

Maryland

001-40415

32-0777356

(State

or other jurisdiction

of incorporation)

(Commission

File

Number)

(IRS

Employer

Identification No.)

W. 4th Street

Cincinnati,

Ohio

45202

(Address

of principal executive offices)

(Zip

Code)

Registrant’s

telephone number, including area code: (513) 834-5110

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, $0.0001 par value per share

BEEP

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 (§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 ☒

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.

August 6, 2026, Mobile Infrastructure Corporation (the “Company”) issued a press release (the “Press Release”)

announcing that a preliminary, non-binding indication of interest (the “Proposal Letter”) to acquire 100% of the issued

and outstanding common stock of the Company was submitted to the board of directors (the “Board”) of the Company by

Bombe Asset Management, LLC (“Bombe”).

Bombe

is owned and controlled by Stephanie Hogue, the Company’s President and Chief Executive Officer and a member of the Board, and

Manuel Chavez III, the Executive Chairman of the Board. Ms. Hogue is a managing partner of Bombe. Mr. Chavez is the founder and a managing

partner of Bombe.

copy of the Proposal Letter is filed as exhibit 99.1 to the Schedule 13D filed by Ms. Hogue and Mr. Chavez with the Securities and Exchange

Commission on August 4, 2026.

copy of the Press Release is furnished hereto as Exhibit 99.1.

The

information contained in this Item 7.01 in this Current Report on Form 8-K and Exhibit 99.1 shall not be deemed to be “filed”

for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated

by reference in 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 filing.

Item

9.01 Financial

Statements and Exhibits.

(d)

Exhibits

Exhibit

Number

Description

99.1

Press Release dated August 6, 2026

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 hereunto duly authorized.

MOBILE

INFRASTRUCTURE CORPORATION

Date:

August 6, 2026

By:

/s/

Stephanie Hogue

Name:

Stephanie

Hogue

Title:

President

and Chief Executive Officer

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit 99.1

Mobile

Infrastructure Announces Receipt of a

Preliminary, Non-Binding Indication of Interest from Bombe Asset Management

CINCINNATI —

(BUSINESSWIRE) — Mobile Infrastructure Corporation (Nasdaq: BEEP), (“Mobile”, “Mobile Infrastructure” or

the “Company”), the nation’s only publicly traded owner of parking infrastructure, today announced that the board of

directors (the “Board”) has received a preliminary, non-binding indication of interest (the “Proposal Letter”)

from Bombe Asset Management, LLC (“Bombe”) to acquire 100% of the issued and outstanding shares of common stock of Mobile

(the “Proposed Transaction”).

Bombe

is owned and controlled by Manuel Chavez III and Stephanie Hogue. Mr. Chavez serves as Executive Chairman of the Board of Mobile and

is the founder and a managing partner of Bombe. Ms. Hogue is Mobile’s President and Chief Executive Officer and a member of the

Board and is a managing partner of Bombe.

The

Board has established a special committee consisting solely of independent directors (the “Special Committee”) to carefully

evaluate the Proposed Transaction and other alternatives available to Mobile.

The

Proposal Letter is preliminary and non-binding. There can be no assurance that the Proposal Letter will result in the negotiation or

execution of a definitive agreement or that the Proposed Transaction or any transaction will be consummated.

The

Company and the Special Committee do not intend to comment further regarding the Proposal Letter, the Proposed Transaction or any related

developments unless and until they determine that further disclosure is appropriate or required by law.

copy of the Proposal Letter is available as an exhibit to Manuel Chavez III’s and Stephanie Hogue’s statement of beneficial

ownership on Schedule 13D filed with the Securities and Exchange Commission on August 4, 2026.

stockholder action is required at this time.

About

Mobile Infrastructure Corporation

Mobile

Infrastructure Corporation is a Maryland corporation. The Company owns a diversified portfolio of parking assets throughout the United

States. As of March 31, 2026, the Company owned 35 parking facilities in 18 separate markets throughout the United States, with a total

of 13,200 parking spaces and approximately 4.6 million square feet. The Company also owns approximately 0.1 million square feet of retail/commercial

space adjacent to its parking facilities. Learn more at www.mobileit.com.

Forward-Looking

Statement

Certain

statements contained in this press release are forward-looking statements. All statements included in this press release that are not

historical facts, including statements concerning the review and evaluation of the Proposal Letter by the Special Committee and the possibility

of a transaction involving the Company, are forward-looking statements. Forward-looking statements are typically identified by the use

of terms such as “may,” “should,” “expect,” “could,” “intend,” “plan,”

“anticipate,” “estimate,” “believe,” “continue,” “predict,” “potential,”

“will” or the negative of such terms and other comparable terminology.

The

forward-looking statements included herein are based upon the Company’s current expectations, plans, estimates, assumptions and

beliefs, which involve numerous risks and uncertainties. Actual events and outcomes could differ materially from those expressed or implied

by such statements as a result of various factors, including the outcome of the Special Committee’s review and evaluation of the

Proposal Letter; whether the Proposal Letter is modified, withdrawn or rejected; whether the Company and Bombe enter into a definitive

agreement; the terms, structure, financing and timing of any potential transaction; whether any required approvals are obtained and conditions

to any potential transaction are satisfied; the possibility that other proposals may be made; potential disruption to the Company’s

business; and litigation relating to the Proposal Letter or any potential transaction. There can be no assurance that the Proposal Letter

will result in the negotiation or execution of a definitive agreement or that any transaction will be approved or consummated.

Additional

factors that could cause actual events and outcomes to differ materially are discussed in the sections titled “Risk Factors”

and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in the Company’s

Annual Report on Form 10-K and Quarterly Reports on Form 10-Q filed with the Securities and Exchange Commission from time to time. All

forward-looking statements are made 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 statements.

Mobile

Contact

David

Gold | Lynn Morgan

beepir@advisiry.com

| (212) 750-5800

XML — IDEA: XBRL DOCUMENT

XML

Filename: R1.htm · Sequence: 7

v3.26.1

Cover

Aug. 06, 2026

Cover [Abstract]

Document Type

8-K

Amendment Flag

false

Document Period End Date

Aug. 06, 2026

Entity File Number

001-40415

Entity Registrant Name

MOBILE

INFRASTRUCTURE CORPORATION

Entity Central Index Key

0001847874

Entity Tax Identification Number

32-0777356

Entity Incorporation, State or Country Code

Entity Address, Address Line One

W. 4th Street

Entity Address, City or Town

Cincinnati

Entity Address, State or Province

Entity Address, Postal Zip Code

45202

City Area Code

(513)

Local Phone Number

834-5110

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Title of 12(b) Security

Common

Stock, $0.0001 par value per share

Trading Symbol

BEEP

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