8-K - EZRA - Equibles

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): November 18, 2025

RELIANCE

GLOBAL GROUP, INC.

(Exact Name of Registrant as Specified in Its Charter)

Florida	001-40020	46-3390293
(State<br> or Other Jurisdiction<br><br> of Incorporation)	(Commission<br> <br><br> File Number)	(IRS<br> Employer<br><br> Identification No.)
300 Blvd. of the Americas, Suite 105 Lakewood, New Jersey	08701
---	---
(Address<br> of Principal Executive Offices)	(Zip<br> 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<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement<br> 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<br> of each class	Trading<br> Symbol(s)	Name<br> of each exchange on which registered
Common<br> Stock, par value $0.086 per share	RELI	The<br> NASDAQ Capital Market
Series<br> A Warrants to purchase shares of Common Stock, par value $0.086 per share	RELIW	The<br> 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. ☐

Item1.01 Entry into a Material Definitive Agreement.

On November 18, 2025, Reliance Global Group, Inc. (the “Company”) entered into an Advisory Agreement (the “Advisory Agreement”) with Convergence Strategy Partners, LLC, a Wyoming limited liability company (the “Advisor”). Under the Advisory Agreement, the Advisor will provide strategic advisory services to the Company in connection with the Company’s digital asset treasury (“DAT”) program and related digital asset, blockchain and capital markets initiatives, and will cause its president, Blake Janover, to serve as Chairperson of the Company’s Crypto Advisory Board (the “Crypto Advisory Board” or “CAB”).

The Advisory Agreement has a term of six (6) months, unless earlier terminated in accordance with its terms, and provides that the Advisor is engaged as an independent contractor and not as an employee, partner, or agent of the Company. As consideration for the services, the Company agreed to issue to the Advisor (or a designee of the Advisor) an aggregate of 450,000 shares of the Company’s common stock, par value $0.086 per share (the “Advisory Shares”), 135,000 of which are subject to forfeiture upon certain terminations of the Advisory Agreement, as described therein.

The Advisory Agreement provides the Advisor with customary “piggyback” registration rights with respect to the Advisory Shares, subject to the consent of any primary selling securityholder(s) in the relevant registration and to customary underwriter cutback and priority provisions.

On November 18, 2025, the Company’s Board of Directors appointed Mr. Janover to serve as Chairperson of the CAB pursuant to the Advisory Agreement.

The foregoing summary of the Advisory Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Advisory Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item3.02 Unregistered Sales of Equity Securities.

The information set forth in Item 1.01 of this Current Report on Form 8-K regarding the issuance of the Advisory Shares is incorporated by reference into this Item 3.02.

The Advisory Shares are being issued to the Advisor (or its designee) in a private transaction as consideration for advisory services. The issuance of the Advisory Shares has not been registered under the Securities Act or any state securities laws and is being made in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act and/or Regulation D promulgated thereunder, No underwriters or placement agents are being used in connection with the issuance of the Advisory Shares, and no underwriting discounts or commissions are being paid.

Item7.01 Regulation FD Disclosure.

On November 19, 2025, the Company issued a press release announcing the appointment of Blake Janover as Chairperson of the Crypto Advisory Board and providing additional information regarding his background and the Company’s DAT program and related digital asset and blockchain strategies.

A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

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 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.

Item9.01 Financial Statement and Exhibits.

(d) Exhibits

Exhibit No.	Description
10.1	Advisory Agreement, between the Company and Convergence Strategy Partners , LLC, dated November 18, 2025.
99.1	Press release, dated November 19, 2025,
104.1	Cover<br> Page Interactive Data File - the cover page XBRL tags are embedded with 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:<br> November 21, 2025	By:	/s/ Ezra Beyman
		Ezra<br> Beyman
		Chief<br> Executive Officer

Exhibit10.1

ADVISORYAGREEMENT

This Advisory Agreement (the “Agreement”) is made effective November 18, 2025 (the “Effective Date”), by and between Convergence Strategy Partners., a Wyoming limited liability company whose address is 335 E Linton Blvd, Suite B14 #2074 Delray Beach, FL 33483 (the “Advisor”), and Reliance Global Group Inc., a Florida corporation (the “Company”). The Advisor and the Company are also referred to herein individually as a “Party” and collectively as the “Parties”.

WHEREAS, on or about September 9, 2025, the Board of Directors of the Company (the “Board*”* and each member thereof, a “Director,” and each a “Director”) approved the formation of a Crypto Advisory Board (the “CAB”) to advise the management and the Board on the ongoing development of the Company’s digital-asset treasury strategy (the “DAT Program*”)*;

WHEREAS, the Company is in need of certain advisory services for purposes of the DAT Program and management of the CAB;

WHEREAS, the Advisor possesses considerable industry knowledge and experience that is valuable to the Company;

WHEREAS, the Advisor has agreed to perform certain advisory services for the Company, including acting as a member and the chairperson of the CAB and to provide strategic advice and introductions on capital market matters, including the services enumerated in Section 1.1 below (collectively, the “Services”); and

WHEREAS, the Advisor, shall have the title: Chairperson of the Crypto Advisory Board.

NOW,THEREFORE, in consideration of the mutual agreements and other premises set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows:

ARTICLE1 – SCOPE OF WORK.

1.1Services. The Company shall engage the Advisor to serve as the Chairperson of the CAB (the “Chairperson”) and to provide the services as specified below (the “Services”) for a period of six (6) months from the date hereof (the “Term”). Notwithstanding anything to the contrary, the Services shall not include, or otherwise be deemed to be, the provision of any legal, tax, accounting, or regulatory compliance advice, nor guarantee specific outcomes. All decisions made by the Company, including those resulting from the Services, shall be the sole action and responsibility of the Company’s management and board of directors. The Services shall include the following:

Up to nine (9) one-hour, or eighteen (18) half hour, video calls, in any combination thereof, scheduled on a weekly or monthly basis for a six-month period, at mutually agreed-upon times with reasonable advance notice. Topics will include, but may not be limited to: public company capital markets strategies, investor relations, financing options and strategy, market positioning, PR, and market communications. The Company will move away from a multi-asset strategy in digital assets with the intention of disposing of its Solana holdings. Advisor will provide recommendations on a single-asset digital asset strategy. The Company may elect to accelerate the schedule by “pulling forward” calls, for example, by conducting multiple calls in one month and the remaining in following months, provided all times are mutually agreed upon with reasonable advance notice. At the Company’s request, calls may include participation from the Company’s board members, bankers, investors, PR representatives, or other relevant stakeholders to maximize value.

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1.2Standard of Conduct. In rendering the Services during the Term under Agreement, the Advisor shall conform to high professional standards of work and business ethics. The Advisor shall not use materials or equipment of the Company without the prior written consent of the Company.

1.3Publicity. Neither Party shall use the name, image, likeness, biography or any other identifying characteristics of the other Party, including, for the avoidance of doubt, the Chairperson of the CAB, or advertise, promote, or endorse the Services or the business of such Party in any press release, marketing materials, or other public disclosures without the prior written consent of the named Party.

ARTICLE2 – LIMITATIONS ON THE SERVICES.

2.1Limitations on the Services. The Advisor represents and warrants, and the Company acknowledges, that the Advisor is not a licensed securities broker or dealer or a licensed investment advisor. Accordingly, the Advisor shall not, and shall have no authority, express or implied, to:

(a)	Sell<br> any securities of the Company, offer to sell any securities of the Company, or solicit offers to purchase any securities of the Company;
(b)	Negotiate<br> with any prospective purchaser of securities or potential acquirer of the Company on behalf of or as a representative of the Company<br> unless specifically authorized by the Company;
(c)	Make<br> any representations or warranties on behalf of the Company or with respect to the Company or any of the Company’s securities;
(d)	Prepare<br> or disseminate any documentation regarding the Company or any potential investment in or acquisition of the Company, or engage in<br> any general advertising or solicitation with respect to the Company or its securities, unless specifically authorized by the Company;
(e)	Advise<br> any potential investor or potential acquirer regarding any potential investment in or acquisition of the Company or the value of<br> any securities or terms of any proposed transaction;
(f)	Disseminate<br> term sheets, offering documents, business plans or any other Company information unless specifically authorized by the Company;
(g)	Receive<br> or transmit funds to or from potential investors in or acquirers of the Company;
(h)	Execute<br> trades or handle assets on behalf of the Company or perform duties outside the scope of the Services; or

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| --- | | (i) | Advise on, assess, receive, solicit, or accept any information regarding, or otherwise assist with, Solana-Related Activities (as defined below), including any treasury strategy, transactions, operations, business development, or investment decisions related to the Solana blockchain, SOL tokens, or projects materially dependent on Solana. The Company shall not request, encourage, or provide the Advisor with any such information. If the Advisor inadvertently receives any such information, the Advisor shall promptly notify the Company and delete/return it without use, and such inadvertent receipt shall not constitute a breach of this Agreement. For purposes hereof, “Solana-Related Activities” means any activities involving the Solana blockchain or SOL, including but not limited to token purchases or sales, staking, validator operations, custody, treasury or liquidity management, lending/borrowing, derivatives, market-making, and material strategic or governance matters of Solana-dependent projects. This Section 2.1(i) is intended to avoid any conflict with the Advisor’s service to a Solana-focused treasury company and shall not be deemed a failure to perform, default, or reduction in compensation. | | --- | --- |

ARTICLE3 – INDEPENDENT CONTRACTOR.

3.1Independent Contractor. The Advisor is an independent contractor and is not an employee, partner, agent, co-venturer, or fiduciary of, or in any other service relationship with, the Company. The Advisor is not authorized to speak for, represent, or obligate the Company in any manner without the prior express written authorization from an officer of the Company. As an independent contractor, Advisor shall:

(a)	Not<br> be subject to the Company’s direct supervision or control with respect to its performance of the Services (except that Advisor<br> may, from time to time, receive generalized instructions from the Company pertaining to the goals to be attained and/or results to<br> be achieved);
(b)	Comply,<br> at Advisor’s own expense, with all provisions of applicable federal, state, and local law relating to terms and conditions<br> required to be fulfilled by independent contractors, including but not limited to all applicable tax and insurance laws and regulations;
(c)	Have<br> complete and sole discretion to determine the method, means, character, sequence, manner, and schedule pursuant to which the Services<br> shall be and are performed (it is understood and agreed that the Company is interested only in the results to be achieved by Advisor<br> under this Agreement);
(d)	Not<br> be eligible to participate in any of the Company’s employee benefit plans, employee pension, health or welfare plans, fringe<br> benefit programs, group insurance arrangements, workers’ compensation insurance, or other similar plans, programs, or arrangements<br> maintained by the Company for the benefit of its employees, and Advisor shall not claim that it is or was eligible for, or entitled<br> to, any benefits under any such plan, program, or arrangement;

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| --- | | (e) | Not seek, and shall have no right to receive, unemployment compensation benefits based upon the termination of this Agreement or its engagement by the Company hereunder; | | --- | --- | | (f) | Not receive any statutory benefit that the Company makes available to its employees, including but not limited to workers’ compensation, Social Security, or unemployment compensation coverage; and | | (g) | Be solely responsible, to the extent required by applicable law, rule, or regulation or as requested by the Company, for securing its own disability, unemployment compensation, general liability, and/or other insurance, and for obtaining workers’ compensation insurance and training, for itself and others, as necessary. |

3.2Taxes. The Advisor shall be responsible for taxes arising from compensation pursuant to Section 4.1 and shall be responsible for all payroll taxes and fringe benefits of the Advisor’s employees. Neither federal, nor state, nor local income tax, nor payroll tax of any kind, shall be withheld or paid by the Company on behalf of the Advisor or its employees. The Advisor understands that it is required to pay, according to applicable law, the Advisor’s taxes and the Advisor shall, when reasonably requested by the Company, properly document to the Company that any and all federal and state taxes have been paid. All reimbursements pursuant to Section 4.3 below are not and shall not be reported to the Internal Revenue Service as taxable income.

ARTICLE4 – COMPENSATION.

4.1Compensation. As compensation for the Services, the Company shall issue to the Advisor (or the Designated Individual, determined in the sole discretion of the Advisor) an aggregate of four hundred fifty thousand (450,000) shares of the Company’s common stock (the “Advisory Shares”), which shall be considered earned as of the date hereof, 315,000, or 70%, of which shall be issuable or issued as soon as practicable following the execution of this Agreement (the “Initial Advisory Shares”). The remainder, equal to 135,000, or 30% (the “Subsequent Advisory Shares” and together with the Initial Advisory Shares, the “Advisory Shares”), shall be issued, on the last day of the term of this Agreement (or as soon as practicable thereafter), unless this Agreement is terminated for Cause pursuant to Section 5.2 herein, in which case, such Subsequent Advisory Shares shall be forfeited. The Advisory Shares shall be considered fully paid as of the effective date and when issued shall be duly authorized, validly issued and non-assessable shares of the Company’s Common Stock, The Advisory Shares shall be credited to the Advisor’s book-entry account with the Company’s transfer agent within five (5) Business Days of issuance and will initially bear customary restrictive legends under the Securities Act and applicable state securities laws (including book-entry notations), which legends the Company shall cause to be removed as and when permitted by law, including upon effectiveness of a registration statement covering resale of the Advisory Shares or satisfaction of the requirements of Rule 144, subject to the transfer agent’s receipt of customary documentation. The Parties acknowledge that to the extent Blake Janover, President of the Advisor (the “President”) accepts any Advisory Shares, it is solely in that capacity, incurring no additional duties or liabilities. All representations, covenants, and indemnities in this Agreement remain those of the Advisor only, and the President shall have no personal liability therefor.

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4.2 Registration Rights. The Company shall, at its sole expense, grant one piggyback registration right to the Advisory Shares for inclusion in any registration statement to be filed under the Securities Act, to the extent there is no objection to these piggyback rights by the primary selling security holder/s in the registration statement. Upon effectiveness of such registration, the Company shall promptly cause the removal of any restrictive legends on the Advisory Shares upon resale and in compliance with all security and regulatory laws and requirements.

4.3Expenses. The Company shall reimburse the Advisor for all reasonable travel expenses and other reasonable out-of-pocket expenses incurred in connection with the provision of the Services hereunder, provided that appropriate support is attached to each reimbursement request, and all such expenses must be pre-approved in writing by the Company. Such expenses will be reimbursed by wire transfer of immediately available funds promptly upon the request of the Advisor (but in any case, no later than ten (10) business days following such request) to the account designated by the Advisor to the Company. Unless requested by the Company, in no event shall the Advisor submit its expenses to the Company more often than monthly.

4.4Acceptance in Representative Capacity; No Personal Liability. The Parties acknowledge that to the extent the President, Blake Janover (“Designated Individual”), accepts, receives, or holds any Advisory Shares or other consideration contemplated herein, individually, he does so solely in his capacity as President of the Advisor (or as a nominee or designee of the Advisor), and incurs no additional duties or liabilities to the Company, its affiliates, or any other person by reason thereof. All representations, covenants, and indemnities in this Agreement are those of the Advisor only, and the President shall have no personal liability therefor. The Advisor and Designated Individual shall have sole discretion over where any compensation is delivered.

4.5Representations and Warranties. The Company represents and warrants to the Advisor that the following statements are true and correct as of the Effective Date: (a) the Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of its incorporation with full power and authority to carry on its business as it is being conducted and to own, operate and lease its properties and assets; (b) the execution, delivery and performance by the Company of this Agreement and the documents delivered hereunder, and the consummation of the transactions contemplated hereby do not and will not (i) violate or conflict with the certificate of incorporation (or similar incorporation document), bylaws or other organizational documents of the Company, (ii) violate or conflict with any judgment, order, decree, statute, law, ordinance, rule or regulation applicable to the Company; or (iii) result in the creation or imposition of any Encumbrance (as defined below) on the Advisory Shares or any Equity Award; (c) the Advisory Shares and any Equity Award (i) have been duly authorized, are validly issued, fully paid and non-assessable, and are owned of record and beneficially by the Company, and has good and valid title to such Advisory Shares and any Equity Award free and clear of all liens, pledges, security interests, charges, claims, encumbrances, agreements, options, voting trusts, proxies and other arrangements or restrictions of any kind (“Encumbrances”) and (ii) are not the subject of any bankruptcy, reorganization or similar proceeding by the Company; and (d) upon consummation of the transactions contemplated by this Agreement, Buyer shall own the Advisory Shares, free and clear of all Encumbrances.

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4.6Shareholder Approval. To the extent the issuance of the Advisory Shares or any compensation under this Agreement requires shareholder approval (pursuant to applicable law, stock exchange rules, the Company’s governing documents, or otherwise), the Company shall use its best efforts to obtain such approval as promptly as reasonably practicable after the Effective Date. If such approval is not obtained within six (6) months after the Effective Date (which period may be extended by mutual written agreement of the Advisor and the Company), the Company shall instead pay the Advisor a cash amount equal to the fair market value of the shares that would otherwise have been issued. Such fair market value shall be determined based on the closing price of the Company’s common stock on the principal national securities exchange or quotation system on which it is then listed or quoted as of the Effective Date. The cash payment shall be made within thirty (30) days after the earliest of the expiration of the six (6)-month period, shareholder denial, or determination that the shares cannot be issued, and shall be subject to the same terms (including vesting, forfeiture, and achievement conditions) as would have applied to the shares.

ARTICLE5 – TERM AND TERMINATION.

5.2Termination. This Agreement shall terminate (a) automatically upon expiration of the Term; or (b) by either Party, for any reason or no reason, upon thirty (30) days’ prior written notice to the other Party. Such termination shall not affect the Advisor’s right to retain the “Initial Advisory Shares” issued pursuant to Section 4.1, which shall be deemed fully earned and irrevocably vested upon the execution of this Agreement. The “Subsequent Advisory Shares” shall be forfeited (automatically and without further action) in the event the Advisor terminates this Agreement other than for Good Cause, or if the Company terminates this Agreement for Cause before the end of the six (6) month term.

(a) Definition of Cause (by the Company). “Cause” means the Company’s termination of this Agreement due to the Advisor’s: (i) willful misconduct, gross negligence, or willful failure to perform material duties under this Agreement after written notice specifying the breach and a ten (10) business day opportunity to cure (if curable); (ii) material breach of this Agreement, the Statement of Work, or any written Company policy applicable to the Advisor (including confidentiality, conflicts, and fiduciary duties), after written notice and the same ten (10) business day cure period (if curable); (iii) indictment for, plea of guilty or nolo contendere to, or conviction of, a felony or any crime involving fraud, dishonesty, or moral turpitude; (iv) fraud, embezzlement, misappropriation, or material dishonesty with respect to the Company or its affiliates; (v) breach of fiduciary duty to the Company in the Advisor’s role as Chairperson of the Crypto Advisory Board; or (vi) loss of, or bar from, any regulatory, professional, or self-regulatory status reasonably required to perform the services (and not promptly remedied by reassignment of duties acceptable to the Company).

(b)Definition of Good Cause (by the Advisor). “Good Cause” means the Advisor’s termination of this Agreement due to: (i) the Company’s material breach of this Agreement or the Statement of Work that remains uncured ten (10) business days after written notice specifying the breach; (ii) the Company’s direction to engage in unlawful conduct or conduct that would violate the Advisor’s professional or fiduciary duties; (iii) a material, adverse change in the scope of services, authority, or resources that materially impairs the Advisor’s ability to perform the agreed services, which remains uncured after the same ten (10) business day notice period; or (iv) nonpayment of any undisputed amounts owed to the Advisor under this Agreement for thirty (30) days past due after written notice.

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5.3Survival. The provisions of Articles 4, 5, 6, 8, 9, and 10 of this Agreement shall survive the Term and termination of this Agreement and remain in full force and effect in accordance with such terms thereafter.

ARTICLE6 – CONFIDENTIAL INFORMATION.

6.1Obligation of Confidentiality. In performing the Services under this Agreement, the Advisor may be exposed to and will be required to use certain “Confidential Information” (as hereinafter defined) of the Company. The Advisor agrees that the Advisor will not and the Advisor’s employees, agents or representatives will not, use, directly or indirectly, such Confidential Information for any purpose other than providing the Services and will not use for the benefit of any person, entity or organization other than the Company, or disclose such Confidential Information without the written authorization of the Company, either during or after the Term of this Agreement, for as long as such information retains the characteristics of Confidential Information.

6.2Definition. “Confidential Information” means information, not generally known, and proprietary to the Company or to a third party for whom the Company is performing work, including, without limitation, information concerning any patents or trade secrets, confidential or secret designs, processes, formulas, source codes, plans, devices or material, research and development, proprietary software, analysis, techniques, materials or designs (whether or not patented or patentable), directly or indirectly useful in any aspect of the business of the Company, any vendor names, customer and supplier lists, databases, management systems and sales and marketing plans of the Company, any confidential development or research work of the Company, or any other confidential information or proprietary aspects of the business of the Company. All information which the Advisor acquires or becomes acquainted with during the Term of this Agreement, whether developed by the Advisor or by others, which the Advisor has a reasonable basis to believe to be Confidential Information, or which is treated by the Company as being Confidential Information, shall be presumed to be Confidential Information. Confidential Information does not include information that (i) is or later becomes available to the public through no breach of this Agreement by the recipient; (ii) is obtained by the recipient from a third party who had the legal right to disclose the information to the recipient; (iii) is already in the possession of the recipient as of the Effective Date; or (iv) is required to be disclosed by law, government regulation, or court order.

6.3MNPI

(a) The Advisor acknowledges it will receive material non-public information regarding the Company (“MNPI”) and will comply with the Company’s insider trading policies. The Company is entitled to injunctive relief for any breach, in addition to other remedies. The Advisor shall indemnify, defend and hold harmless the Company and its affiliates and their directors, officers, employees and agents from and against all losses, liabilities, damages, fines, penalties, costs and expenses (including reasonable attorneys’ fees) arising out of or relating to any breach of this Section or any trading, tipping or misuse of MNPI by the Advisor or any Advisor Person. These obligations survive termination of this Agreement.

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6.4Property of the Company. The Advisor agrees that all plans, manuals and specific materials developed by the Advisor on behalf of the Company in connection with the Services rendered under this Agreement, are and shall remain the exclusive property of the Company. Promptly upon the expiration or termination of this Agreement, or upon the request of the Company, the Advisor shall return to the Company or destroy all documents and tangible items provided to the Advisor or created by the Advisor for use in connection with the Services to be rendered hereunder, including without limitation all Confidential Information, together with all copies and abstracts thereof.

ARTICLE7 – NON– SOLICITATION.

7.1Non-Solicitation. The Advisor covenants and agrees that during the Term of this Agreement, the Advisor will not, directly or indirectly, through an existing corporation, unincorporated business, affiliated party, successor employer, or otherwise, solicit, hire or otherwise contact for services, other than on behalf of the Company, any known employee or independent contractor employed by the Company while the Advisor is performing the Services for the Company; provided, that the foregoing restriction shall not apply to any generalized searches by use of an advertising agency or recruiting efforts that are not specifically targeted at the Company’s employees or independent contractors or soliciting or hiring any employee or independent contractor that is no longer employed by the Company.

ARTICLE8 – DISPUTE RESOLUTION.

8.1Arbitration. Any dispute, controversy, or claim arising out of or relating to this Agreement, including its breach, termination, or validity, shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration shall be conducted by a single arbitrator in Boca Raton, Florida or such other location as mutually agreed between the Parties. The arbitrator’s award shall be final and binding, and judgment may be entered thereon in any court of competent jurisdiction.

ARTICLE9 – INDEMNIFICATION; LIMITATION OF LIABILITY.

9.1(a) Company Indemnity. The Company shall indemnify and hold harmless the Advisor and its affiliates, and their respective directors, officers, employees, agents and permitted successors and assigns (collectively, the “Advisor Indemnitees”) from and against any third-party claims, actions, suits or proceedings, and all related losses, damages, fines, penalties, judgments, awards, settlements, and reasonable out-of-pocket costs and expenses (including reasonable attorneys’ fees) (collectively, “Losses”) to the extent arising out of: (i) the Company’s breach of this Agreement; (ii) the Company’s information, instructions or materials provided for the Services; or (iii) the gross negligence, willful misconduct or fraud of the Company or its personnel in connection with this Agreement; except to the extent such Losses are caused by the gross negligence, willful misconduct or fraud of any Advisor Indemnitee.

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(b)Advisor Indemnity. The Advisor shall indemnify and hold harmless the Company, its affiliates, and their respective directors, officers, employees, and agents (collectively, the “Company Indemnitees”) from and against Losses to the extent arising out of: (i) the Advisor’s breach of this Agreement; or (ii) the gross negligence, willful misconduct or fraud of the Advisor or its personnel in connection with this Agreement; except to the extent such Losses are caused by the gross negligence, willful misconduct or fraud of any Company Indemnitee.

(c)Procedures. The party seeking indemnification (the “Indemnified Party”) shall give the other party (the “Indemnifying Party”) prompt written notice of any third-party claim for which indemnification is sought (a “Claim”); provided that a failure to give prompt notice shall not relieve the Indemnifying Party of its obligations except to the extent it is materially prejudiced thereby. The Indemnifying Party shall have the right to assume the defense of the Claim with counsel reasonably acceptable to the Indemnified Party; the Indemnified Party may participate with its own counsel at its own expense, except that the Indemnifying Party shall pay such expense if (x) there is a conflict of interest that prevents joint representation, (y) the Indemnifying Party fails to diligently defend, or (z) the Indemnifying Party authorizes separate counsel in writing.

(d)Settlement. The Indemnifying Party may not settle any Claim without the Indemnified Party’s prior written consent unless the settlement (i) provides a full and unconditional release of the Indemnified Party from all liability with respect to the Claim, (ii) contains no admission of fault by the Indemnified Party, and (iii) imposes no non-monetary obligations on the Indemnified Party.

(e)Timing of Payment; Final Resolution. No indemnity payment shall be due until the earlier of: (i) a final, non-appealable judgment with respect to the Claim; or (ii) a settlement of the Claim that complies with Section (d). Following such final resolution, the Indemnifying Party shall pay the amount of Losses for which it is responsible within 30 days of receipt of reasonable supporting documentation. For clarity, the Indemnifying Party shall have no “pay on demand” obligation and no obligation to advance fees or expenses, except to the extent expressly agreed in writing.

(f)Proportionate Fault; No Duplication. Indemnification shall be proportionate to each party’s responsibility. There shall be no duplication of recovery, including to the extent amounts are recovered from insurance or a third party. Each party shall use commercially reasonable efforts to mitigate Losses.

(g)Exclusions; Limitations. Neither party shall be liable for incidental, consequential, special or punitive damages (including lost profits or diminution in value) under this Section, except to the extent such damages are payable to a third party in connection with a Claim. Nothing herein limits the parties’ rights to seek injunctive or equitable relief for breach of confidentiality or misuse of MNPI.

(h)Survival. The obligations in this Section survive termination or expiration of this Agreement.

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9.2Limitations of Liability

(a) No Special Damages (Mutual). To the maximum extent permitted by law, neither party shall be liable to the other for any indirect, incidental, special, exemplary, consequential, or punitive damages, or for lost profits, revenues, goodwill, or data, however caused and under any theory of liability, arising out of or relating to this Agreement.

(b) Aggregate Cap. Except as otherwise provided under section 9.2(c), each party’s aggregate liability to the other arising out of or relating to this Agreement shall not exceed the fees paid or payable to the Advisor under this Agreement (the “Liability Cap”).

(c) Carve-Outs. The limitations in Sections (a) and (b) do not apply to: (i) a party’s gross negligence, willful misconduct, or fraud; (ii) a party’s breach of confidentiality or misuse of MNPI; (iii) each party’s indemnification obligations for third-party claims under this Agreement (subject to proportionate fault and other terms of the indemnification section); (iv) the Company’s obligation to pay undisputed fees and expenses owed to the Advisor; or (v) a party’s infringement or misappropriation of the other party’s intellectual property (if applicable).

(d) Equitable Relief. Nothing in this Section limits either party’s right to seek injunctive or other equitable relief.

(e) Basis of the Bargain. The parties agree these limitations are a fundamental allocation of risk and apply notwithstanding any failure of essential purpose of any limited remedy.

ARTICLE10 – GENERAL PROVISIONS.

10.1Severability. If any provision of this Agreement is determined to be invalid, illegal, or unenforceable in any respect by any court or arbitrator of competent jurisdiction, such provision shall be severed and shall not affect the validity or enforceability of the remaining provisions of this Agreement.

10.2Governing Law; Attorneys’ Fees. This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware. In the event of a dispute between the Parties related to the subject matter herein, the prevailing Party is entitled to recover reasonable attorneys’ fees, costs, and expenses incurred with respect to such dispute, including the cost of arbitration.

10.3Entire Agreement. This Agreement constitutes the complete agreement and sets forth the entire understanding and agreement of the Parties as to the subject matter of this Agreement and supersedes all prior discussions and understandings in respect to the subject of this Agreement, whether written or oral.

10.4Modification. No modification, amendment, termination or attempted waiver of this Agreement, or any provision thereof, shall be valid unless in writing signed by the Party against whom the same is sought to be enforced.

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10.5Waiver of Breach. The waiver by a Party of a breach of any provision of this Agreement by the other Party shall not operate or be construed as a waiver of any other or subsequent breach by the Party in breach.

10.6Successors and Assigns. This Agreement may only be Assigned by Advisor with the prior written consent of Company and may only be Assigned by the Company with the prior written consent of the Advisor. Any assignment or transfer made in violation of this Section 10.6 shall be null and void. The benefits and obligations of this Agreement shall be binding upon and inure to the Parties hereto, their successors and assigns. Notwithstanding the foregoing, Advisor may assign its right, title and interest in any and all of the Advisory Fees, Advisory Shares or any Equity Award without the prior written consent of the Company.

10.7Cooperation. The Parties agree to execute such further documents and instruments and to take such further actions as may be reasonably necessary to carry out the purposes and intent of this Agreement.

10.8Notices. Any notice required or permitted by this Agreement shall be in writing and shall be deemed sufficient upon delivery, when delivered personally or by overnight courier or sent by fax or email (upon customary confirmation of receipt), or 48 hours after being deposited in the U.S. mail, as certified or registered mail, with postage prepaid, addressed to the Party to be notified at such Party’s address as set forth in the signature pages hereto, or at such other address as any Party may designate by ten (10) days’ advance written notice to the other Party.

10.9Counterparts. This Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Counterparts may be delivered via facsimile, electronic mail (including pdf or any electronic signature complying with the U.S. federal ESIGN Act of 2000, e.g., www.docusign.com) or other transmission method and any counterpart so delivered shall be deemed to have been duly and validly delivered and be valid and effective for all purposes.

[SignaturePage Follows]

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INWITNESS WHEREOF, the Parties have executed this Agreement effective as of the Effective Date.

COMPANY:
RELIANCE<br> GLOBAL GROUP, INC.
By:
Name:	Ezra<br> Beyman
Title:	Chief<br> Executive Officer
Address:	300 Blvd. of the Americas, Suite 105<br><br> <br>Lakewood, NJ 08701
ADVISOR:
---	---
CONVERGENCE<br> STRATEGY PARTNERS, LLC
By:
Name:	Blake<br> Janover
Title:	President
Address:	335 E Linton Blvd, Suite B14 #2074<br><br> <br>Delray Beach, FL 33483

SignaturePage

Advisory

Agreement

Exhibit 99.1

RelianceGlobal Group (RELI) Appoints DAT Pioneer Blake Janoveras Chairman of its Crypto Advisory Board

Appointmentstrengthens Reliance’s leadership at the intersection of InsurTech and decentralized finance, driving the Company’s evolutioninto blockchain-based value creation

LAKEWOOD,N.J., November 19, 2025 – Reliance Global Group, Inc. (Nasdaq: RELI) (“Reliance,” “we” or the “Company”) today announced the appointment of Blake Janover, a recognized pioneer in bringing digital assets into public markets, as Chairman of the Company’s Crypto Advisory Board (CAB). In this role, Mr. Janover will advise Reliance on its Digital Asset Treasury (DAT) initiative and other blockchain-related strategies designed to accelerate innovation, efficiency, and long-term shareholder value across the Company’s InsurTech and financial operations.

Mr. Janover is widely regarded as a leader in bringing blockchain and decentralized finance (DeFi) innovation to the public markets. He was the Founder, Chairman, and Chief Executive Officer of Janover, which he took public in 2023 under the ticker Nasdaq: JNVR before leading its transition into Defi Development Corporation, the first publicly traded company to announce a Digital Asset Transformation (DAT) strategy outside of Bitcoin on the Nasdaq or NYSE. He currently serves as Chief Commercial Officer and a Member of the Board of Directors at Defi Development Corporation, where he continues to participate in shaping the integration of decentralized finance within regulated corporate and financial frameworks.

Mr. Janover also serves on the Crypto Advisory Board of Caliber Cos, a Nasdaq listed public company and has been featured in Forbes, Bloomberg, and other leading financial media outlets. His most recent work continues to bridge traditional finance and digital assets, making him uniquely positioned to guide Reliance’s digital asset initiatives.

Mr. Janover brings a distinguished record of leadership and innovation. He has more than 20 years of experience as an entrepreneur and operator and has been involved in billions of dollars of commercial property transactions, as well as served as a principal in more than half a billion dollars of equity capital markets transactions. He currently serves as a Member of the Board of Soulpower Acquisition Corp, a SPAC traded on the NYSE and was an Official Member of the Forbes Real Estate Council and an On Deck Proptech and Scale Fellow. He is also a Harvard Business School alumnus (OPM 60), NATSEC Fellow at the National War College Alumni Association, and a Guest Lecturer and Mentor at Reichman University’s Zell Entrepreneurship Program.

As Chairman of the Crypto Advisory Board, Mr. Janover will collaborate with management and the Board of Directors to advance Reliance’s DAT strategy, digital asset initiatives, and capital markets strategy, aimed at supporting the execution of these programs with discipline and a focus on sustainable value creation.

“We are honored to welcome Blake Janover as Chairman of our Crypto Advisory Board,” commented Ezra Beyman, Chairman and CEO of Reliance Global Group. “Blake’s appointment comes at a strategically important moment following a significant consolidation across the crypto markets, conditions that historically create opportunities for disciplined digital-asset allocation, accretive treasury positioning, and long-term value capture. His expertise in navigating and capitalizing on these types of market dislocations further demonstrates the value he brings to our Digital Asset Treasury initiative. Blake’s pioneering leadership in digital-asset transformation brings invaluable insight that will help position Reliance at the forefront of blockchain-enabled value creation within the InsurTech ecosystem.”

“Reliance Global Group operates at one of the most transformative intersections in modern finance—where InsurTech meets decentralized finance,” said Blake Janover. “Through its Digital Asset Treasury Initiative, Reliance has an opportunity to pioneer how blockchain and tokenization can drive growth, efficiency, and meaningful long-term value for investors and stakeholders. I have seen firsthand how thoughtfully executed digital-asset strategies can unlock significant value, and I look forward to applying that experience to help accelerate Reliance’s evolution in this space.”

In addition to his DAT advisory role, Mr. Janover will help Reliance explore opportunities to tokenize insurance-linked assets, an emerging blockchain application designed to unlock new avenues for value creation within the insurance-linked marketplace. Reliance believes tokenization could introduce greater liquidity, accessibility, and efficiency, creating an investment category that merges insurance and decentralized finance in ways not previously possible.

Mr. Beyman concluded, “Blake’s forward-thinking approach to blockchain and decentralized finance aligns perfectly with Reliance’s mission to merge next-generation technology with traditional insurance and financial systems. His leadership will help guide our efforts to integrate digital asset innovation into our model while advancing growth and value creation across the broader InsurTech landscape.”

AboutReliance Global Group, Inc.

Reliance Global Group, Inc. (NASDAQ: RELI) is an InsurTech pioneer, leveraging artificial intelligence (AI), and cloud-based technologies, to transform and improve efficiencies in the insurance agency/brokerage industry. The Company’s business-to-business InsurTech platform, RELI Exchange, provides independent insurance agencies an entire suite of business development tools, enabling them to effectively compete with large-scale national insurance agencies, whilst reducing back-office cost and burden. The Company’s business-to-consumer platform, 5minuteinsure.com, utilizes AI and data mining, to provide competitive online insurance quotes within minutes to everyday consumers seeking to purchase auto, home, and life insurance. In addition, the Company operates its own portfolio of select retail “brick and mortar” insurance agencies which are leaders and pioneers in their respective regions throughout the United States, offering a wide variety of insurance products. Further information about the Company can be found at https://www.relianceglobalgroup.com.

Forward-LookingStatements

Thispress release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of1995. You can identify these statements by terminology such as “may,” “should,” “could,” “would,”“will,” “expect,” “anticipate,” “intend,” “plan,” “believe,”“estimate,” “continue,” “potential,” and similar expressions. Forward-looking statements in thispress release include, without limitation, statements regarding: our strategic initiatives, including our Digital Asset Treasury (“DAT”)strategy and other digital asset initiatives; the establishment and expected role of our Crypto Advisory Board; the anticipated contributionsof Mr. Janover in his capacity as Chairman of the Crypto Advisory Board; our expectations regarding the development, execution and potentialbenefits of our DAT strategy and related digital asset activities; our capital markets strategy and access to capital; and our broaderbusiness and financial outlook.

Theseforward-looking statements are based on current expectations and assumptions that involve risks and uncertainties, including, among others,that the establishment of the Crypto Advisory Board and the appointment of Mr. Janover will provide the anticipated strategic, operationaland capital markets benefits; that we will be able to successfully develop, implement and scale our DAT strategy and other digital assetinitiatives; that we will be able to prudently manage our exposure to digital assets; that market, economic and regulatory conditions,including with respect to digital assets, will remain sufficiently favorable; and that we will be able to continue to access capitalon acceptable terms and execute our broader business and capital markets strategy. There can be no assurance that these assumptions willprove accurate.

Actualresults could differ materially from those anticipated due to a variety of risks and uncertainties, including, without limitation: ourability to realize the anticipated benefits of the establishment of the Crypto Advisory Board and the appointment of Mr. Janover; ourability to develop, implement and execute our DAT strategy and other digital asset initiatives; the performance and volatility of digitalassets; the pace and outcome of regulatory developments affecting digital assets and our business; our ability to maintain adequate liquidityand access to capital and to execute our capital markets strategy; competitive pressures, including within InsurTech and insurance brokerage;general business, economic, market and geopolitical conditions; our ability to maintain adequate liquidity and access to capital (includingany issuance under our ATM facility); regulatory developments; and other risks described under “Risk Factors” in our AnnualReport on Form 10-K, our Quarterly Report on Form 10-Q, and in other filings with the Securities and Exchange Commission.

Youare encouraged to carefully review our Annual Report on Form 10-K for the year ended December 31, 2024, as amended, as well as otherSEC filings, for a more complete discussion of these and other risks and uncertainties. Except as required by law, Reliance Global Group,Inc. undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, futureevents, or otherwise.

Contact:

Crescendo Communications, LLC

Tel: +1 (212) 671-1020

Email: RELI@crescendo-ir.com