Exhibit 3.1

ARTICLES OF AMENDMENT TO THE

ARTICLES OF RESTATEMENT TO THE ARTICLES OF INCORPORATION

OF RELIANCE GLOBAL GROUP, INC.

Pursuant to Sections 607.1006, 607.10025, and 607.10025(7) of the Florida Business Corporation Act (the “FBCA”), Reliance Global Group, Inc., a Florida corporation (the “Corporation”), hereby adopts these Articles of Amendment (these “Articles of Amendment”) to its Amended and Restated Articles of Incorporation, as amended to date (the “Articles of Incorporation”), as follows:

1. Section 1 of Article IV of the Articles of Incorporation is hereby amended and restated in its entirety as follows, effective as of the Effective Time (as defined in paragraph 3 below):

ARTICLE IV

Capital Stock (as amended)

Section 1. Authorized Shares. The aggregate number of shares which the Corporation shall have authority to issue is a total of eight hundred million (800,000,000) shares, consisting of two classes of stock, to be designated, respectively, “Common Stock” and “Preferred Stock,” with all of such shares having a par value of $0.086 per share. Of such total authorized shares:

(i) the total number of shares of Common Stock that the Corporation shall have authority to issue is fifty million (50,000,000) shares; and

(ii) the total number of shares of Preferred Stock that the Corporation shall have authority to issue is seven hundred fifty million (750,000,000) shares.

The reduction in the number of authorized shares of Common Stock from two billion (2,000,000,000) to fifty million (50,000,000) is made pursuant to Section 607.10025(7) of the FBCA in connection with the reverse stock split effected pursuant to Section 5 of Article IV set forth in paragraph 2 below. Such reduction represents a proportional reduction of 97.5%, which is the same percentage as the reduction in issued and outstanding shares of Common Stock resulting from such reverse stock split. All other provisions of Article IV of the Articles of Incorporation not expressly amended hereby shall remain unchanged and in full force and effect.

2. Article IV of the Articles of Incorporation is hereby further amended to add the following new Section 5 thereto, effective as of the Effective Time:

ARTICLE IV

Capital Stock (as further amended)

Section 5. Reverse Stock Split. Effective as of the date and time at which these Articles of Amendment are filed with and accepted by the Florida Division of Corporations (the “Effective Time”), each forty (40) shares of the Corporation’s Common Stock, par value $0.086 per share, issued and outstanding immediately prior to the Effective Time (the “Pre-Split Shares”) shall, automatically and without any action on the part of the holder thereof, be combined and reclassified into one (1) validly issued, fully paid, and non-assessable share of Common Stock, par value $0.086 per share (each, a “Post-Split Share”). No fractional shares of Common Stock shall be issued in connection with this reverse stock split; in lieu thereof, each registered holder of Pre-Split Shares who would otherwise be entitled to receive a fractional Post-Split Share shall receive one (1) whole share of Common Stock, rounded up to the nearest whole share. The transfer agent of the Corporation is hereby authorized to effect such rounding on behalf of the Corporation.

3. These Articles of Amendment shall become effective upon filing with and acceptance by the Florida Division of Corporations (the “Effective Time”). The market effective date of the reverse stock split for trading purposes on The Nasdaq Capital Market is expected to be May 18, 2026, subject to confirmation by Nasdaq Listing Qualifications in accordance with Nasdaq Listing Rule 5250(e)(7).

4. These Articles of Amendment were duly adopted by the Board of Directors of the Corporation by unanimous written consent effective as of May 7, 2026, pursuant to Section 607.0821 of the FBCA. These Articles of Amendment were adopted without shareholder action, and shareholder action was not required, pursuant to Sections 607.10025 and 607.10025(7) of the FBCA, which expressly authorize the Board of Directors, without approval of the shareholders, to (i) adopt articles of amendment to change each issued and outstanding share of any class of shares into a lesser number of shares of the same class, provided that such action applies equally to all shares of the same class, and (ii) in connection therewith, reduce the number of authorized shares of such class by the same percentage as the issued and outstanding shares are reduced.

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IN WITNESS WHEREOF, the undersigned officer of the Corporation, acting pursuant to authority granted by the Board of Directors, and for the purpose of amending the Corporation’s Amended and Restated Articles of Incorporation pursuant to the laws of the State of Florida, has executed these Articles of Amendment as of the 12th day of May, 2026.

Exhibit 99.1

Reliance Global Group Announces Reverse Stock Split

LAKEWOOD, N.J., May 14, 2026 — Reliance Global Group, Inc. (Nasdaq: EZRA) (“Reliance”, “we” or the “Company”) today announced that the Company’s Board of Directors approved a 1-for-40 reverse stock split (the “Reverse Stock Split”) of the Company’s common stock (the “Common Stock”) in order to regain compliance with the $1.00 minimum bid price requirement for continued listing on The Nasdaq Capital Market (Rule 5550(a)(2)). The Company was not required to obtain shareholder approval to effectuate the Reverse Stock Split. The Company filed articles of amendment to the Company’s articles of restatement to the articles of incorporation with the Florida Department of State, Division of Corporations which is expected to become effective as of 5:00 p.m. Eastern Time on May 15, 2026. The Common Stock will begin trading on The Nasdaq Capital Market on a reverse split-adjusted basis at the start of trading on May 18, 2026, under the symbol “EZRA” and under a new CUSIP number, 75946W504.

Ezra Beyman, CEO of Reliance, remarked, “Reliance is proud to be a Nasdaq listed company and we know the actions being taken are important to our investors as they will help ensure continued compliance with Nasdaq listing rules. We are highly optimistic about our future, remain steadfast in our commitment to our business strategy, and believe that the prospects for our Company are exceptionally promising.”

Upon implementation of the Reverse Stock Split, every 40 shares of the Company’s issued and outstanding Common Stock will automatically convert into one share of Common Stock without any change to the par value of $0.086 per share and the amount of Common Stock outstanding will be reduced from approximately 22,230,563 shares to approximately 555,764 shares. Following the Reverse Stock Split, the ownership percentage of each shareholder will remain unchanged. Proportional adjustments will be made to the number of shares of Common Stock issuable upon exercise of the Company’s outstanding stock options and warrants, and other incentive awards, as well as the applicable exercise price.

Information to Stockholders

VStock Transfer, LLC, the Company transfer agent, will send instructions to stockholders of record who hold stock certificates regarding the exchange of certificates for Common Stock. Stockholders who hold their shares of Common Stock in book-entry form or in brokerage accounts or “street name” are not required to take any action to effect the exchange of their shares of Common Stock following the Reverse Stock Split. VStock Transfer, LLC may be reached for questions at (212) 828-8436.

About Reliance Global Group, Inc.

Reliance Global Group, Inc. (Nasdaq: EZRA) 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 with an entire suite of business development tools, enabling them to effectively compete with large-scale national insurance agencies while 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 insurance agencies offering a wide variety of insurance products.

In addition to its insurance and InsurTech operations, Reliance operates EZRA International Group, its strategic growth platform focused on identifying, acquiring, and building majority or controlling stakes in high-growth technology companies. EZRA International Group is designed to complement Reliance’s core insurance business by expanding market reach and supporting long-term stockholder value creation through disciplined capital allocation and active ownership.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are generally identifiable by the use of words such as “may,” “should,” “could,” “will,” “expect,” “anticipate,” “intend,” “believe,” “estimate,” “seek,” “potential,” “target,” or similar expressions.

Forward-looking statements in this press release include statements regarding the timing and effectiveness of the Reverse Stock Split and the market effective date; the anticipated post-split trading price and the ability of the Reverse Stock Split to result in a sustained increase in the Company’s stock price to a level at or above $1.00 per share; the belief that the Reverse Stock Split will result in compliance with the minimum bid price requirement of Nasdaq Listing Rule 5550(a)(2) prior to the June 10, 2026 compliance deadline; expectations regarding post-split shares outstanding and the effect of fractional share rounding; and the ability to maintain compliance with all applicable Nasdaq continued listing standards.

These forward-looking statements are based on current expectations and assumptions subject to risks and uncertainties, many of which are beyond the Company’s control, including: the risk that the Reverse Stock Split does not result in a sustained increase in the Company’s stock price or that the stock price subsequently falls below $1.00, which could result in further Nasdaq non-compliance or delisting proceedings; the risk that the Reverse Stock Split causes the Company to fall out of compliance with another Nasdaq listing requirement, including minimum publicly held shares; restrictions under amended Nasdaq rules that limit the ability to effect additional reverse stock splits within a one-year period to regain minimum bid price compliance; volatility in the Company’s common stock; and general business, economic, and market conditions.

Actual results may differ materially from those expressed or implied by these forward-looking statements. Additional information regarding factors that may cause actual results to differ materially is included under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, and in subsequent Quarterly Reports on Form 10-Q and other filings with the Securities and Exchange Commission. Except as required by applicable law, the Company undertakes no obligation to publicly update or revise any forward-looking statements to reflect events or circumstances after the date of this press release.

Contact:

Crescendo Communications, LLC

Tel: +1 (212) 671-1020

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