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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): July 18, 2025

 

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 $0.86 per share   RELI   The NASDAQ Capital Market
Series A Warrants to purchase shares of Common Stock, par value $0.86 per share   RELIW   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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

Director Compensation Adjustments

 

On July 18, 2025, the Compensation Committee of the Board of Directors of Reliance Global Group, Inc. (the “Company”), upon recommendation of the Compensation Committee, approved an increase in annual cash compensation for the Company’s non-employee directors. Effective immediately, each outside director will receive a base annual cash retainer of $52,000. Directors who serve as committee chairs will receive additional annual fees, resulting in the following total annual cash compensation:

 

Name  Committee Chair  New Total Cash Compensation   Prior Total Cash Compensation 
Scott Korman  Audit Committee  $66,000   $51,000 
Ben Fried  Compensation Committee  $63,000   $49,000 
Sheldon Brickman  Nominating Committee  $60,000   $47,000 
Alex Blumenfrucht  None  $52,000   $45,000 

 

Each of the four non-employee directors also received a grant of restricted stock units (“RSUs”) under the Company’s 2025 Equity Incentive Plan, with a grant date value of $98,000, representing 66,486 RSUs based on the Nasdaq Minimum Price of the Company’s common stock on the grant date. The RSUs vested in full on July 23, 2025.

 

Executive Officer Equity Awards

 

On July 18, 2025, the Compensation Committee of the Board of Directors of Reliance Global Group, Inc. approved equity awards under the Company’s 2025 Equity Incentive Plan to the Company’s named executive officers. Each award consisted of restricted stock units (“RSUs”) that represent the right to receive one share of the Company’s common stock per unit, subject to time-based vesting. Except as otherwise previously disclosed, no bonuses, salary adjustments, or other new compensatory arrangements were approved in connection with these grants.

 

The following grants were made to the Company’s named executive officers:

 

Name  Title 

Grant Date

Value ($)

  

RSUs

Granted

   Vesting Schedule
Ezra Beyman  Chief Executive Officer  $1,058,000    717,775   Eight equal bi-monthly installments from October 15, 2025 through January 31, 2026
Joel Markovits  Chief Financial Officer  $315,000    213,704   Same as above
Yaakov Beyman  VP, Insurance Operations  $275,000    186,567   Same as above

 

 
 

 

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: July 24, 2025 By: /s/ Ezra Beyman
    Ezra Beyman
    Chief Executive Officer