8-K
Reliance Global Group, Inc. (EZRA)
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<br> or Other Jurisdiction<br><br> <br>of<br> Incorporation) | (Commission<br><br> <br>File<br> Number) | (IRS<br> Employer<br><br> <br>Identification<br> No.) |
| 300 Blvd. of the Americas, Suite 105<br><br> <br>Lakewood, New Jersey | 08701 | |
| --- | --- | |
| (Address of Principal Executive<br> 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<br> pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant<br> to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications<br> pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications<br> 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 Stock, par value<br> $0.86 per share | RELI | The NASDAQ Capital Market |
| Series A Warrants to purchase<br> 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. ☐
Item5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements ofCertain Officers.
DirectorCompensation 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.
ExecutiveOfficer 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<br> Value () | RSUs<br><br> <br>Granted | Vesting Schedule | |
|---|---|---|---|---|---|
| Ezra Beyman | Chief Executive Officer | 717,775 | Eight equal bi-monthly installments from October 15, 2025 through January 31, 2026 | ||
| Joel Markovits | Chief Financial Officer | 213,704 | Same as above | ||
| Yaakov Beyman | VP, Insurance Operations | 186,567 | Same as above |
All values are in US Dollars.
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<br> 24, 2025 | By: | /s/ Ezra Beyman |
| Ezra Beyman | ||
| Chief Executive Officer |