8-K

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 23, 2026

    

GBank Financial Holdings Inc.

(Exact name of Registrant as Specified in Its Charter)


Nevada	001-42621	82-3869786
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

9115 West Russell Road Suite 110
Las Vegas, Nevada		89148
(Address of Principal Executive Offices)		(Zip Code)

     Registrant’s Telephone Number, Including Area Code: (702) 851-4200

    

(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 $0.0001 per share	GBFH	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 ☒

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 8.01 Other Events.

On July 23, 2026, GBank Financial Holdings Inc. (the “Company”), the parent company of GBank, issued a press release announcing that its strategic partner, Bankroll LLC (“BVNKROLL”), recently announced a strategic partnership to integrate BVNKROLL's embedded banking and payments platform into AXES.ai’s Intelligent Management System ecosystem. BVNKROLL, a Nevada-based enterprise payments infrastructure company, is a joint venture between BankCard Services, LLC (“BCS”) and BoltBetz, a strategic partner of the Company. The Company owns a 32.99% non-voting equity interest in BCS. A copy of the Company’s press release covering such announcement and certain other matters is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

99.1 Press Release dated July 23, 2026 of GBank Financial Holdings Inc.

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.


			GBANK FINANCIAL HOLDINGS INC.

Date:	July 23, 2026	By:	/s/ Edward M. Nigro
			Edward M. Nigro Executive Chairman and Chief Executive Officer

Exhibit 99.1

Company Release – 07/23/2026

GBank Financial Holdings Inc. is Pleased To Share the Press Release of Bankroll LLC [BVNKROLL]

LAS VEGAS, NV, July 23, 2026 – GBank Financial Holdings Inc. (the "Company") (Nasdaq: GBFH), the parent company for GBank (the "Bank"), is pleased to share the press release of its strategic partner, Bankroll LLC (“BVNKROLL”). On July 22, 2026, BVNKROLL announced a strategic partnership to integrate BVNKROLL's embedded banking and payments platform into AXES.ai’s Intelligent Management System ecosystem. BVNKROLL, a Nevada-based enterprise payments infrastructure company, is a joint venture between BankCard Services, LLC (“BCS”) and BoltBetz, a strategic partner of the Company. The Company owns a 32.99% non-voting equity interest in BCS.

The full press release from BVNKROLL can be found here:

AXES.ai and Bankroll Announce Strategic Partnership to Deliver Fully Integrated, Compliant Payments Infrastructure Across the AXES Intelligent Management System

About GBank Financial Holdings Inc.

GBank Financial Holdings Inc. is a bank holding company headquartered in Las Vegas, Nevada and is listed on the Nasdaq Capital Market under the symbol “GBFH.” Our national payment and Gaming FinTech business lines serve gaming clients across the U.S. and feature the GBank Visa Signature® Card—a tailored product for the gaming and sports entertainment markets. The Bank is also a top national SBA lender, now operating across 40 states. Through our wholly owned bank subsidiary, GBank, we operate two full-service commercial branches in Las Vegas, Nevada to provide a broad range of business, commercial and retail banking products and services to small businesses, middle-market enterprises, public entities and affluent individuals in Nevada, California, Utah, and Arizona. Please visit www.gbankfinancialholdings.com for more information.

Available Information

The Company routinely posts important information for investors on its web site (under www.gbankfinancialholdings.com and, more specifically, under the News & Media tab at www.gbankfinancialholdings.com/press-releases). The Company intends to use its web site as a means of disclosing material non-public information and for complying with its disclosure obligations under Regulation FD (Fair Disclosure) promulgated by the U.S. Securities and Exchange Commission (the “SEC”). Accordingly, investors should monitor the Company’s web site, in addition to following the Company’s press releases, SEC filings, public conference calls, presentations and webcasts.

The information contained on, or that may be accessed through, the Company’s web site is not incorporated by reference into, and is not a part of, this document.

For Further Information, Contact:

GBank Financial Holdings Inc.

Edward M. Nigro

Chief Executive Officer and President

702-851-4200

[email protected]

Source: GBank Financial Holdings Inc.