8-K

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

GBank Financial Holdings Inc.

(Exact name of Registrant as Specified in Its Charter)

(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:

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 December 10, 2025, GBank Financial Holdings Inc. (the "Company"), the parent company of GBank, issued a press release announcing two important approvals impacting its strategic partner BoltBetz. First, BoltBetz has received approval from the Nevada Gaming Control Board ("GCB") as a software solution that allows players to create and fund a wagering account in Konami’s SYNKROS cashless wagering system via the BoltBetz mobile app. Second, Distill and Remedy’s Taverns have received GCB approval to use the BoltBetz product as approved by the GCB Lab. 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.

(d) Exhibits.

99.1 Press Release dated December 10, 2025 of GBank Financial Holdings Inc.

104 Cover Page Interactive Data File (formatted as Inline XBRL).

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.

EX-99.1

Exhibit 99.1

Company Release – 12/10/2025

GBank Financial Holdings Inc. and GBank Announces Approvals Impacting Strategic Partner BoltBetz

LAS VEGAS, NV, December 10, 2025 -- GBank Financial Holdings Inc. (the “Company”) (Nasdaq: GBFH), the parent company of GBank (the “Bank”), is pleased to announce two important approvals impacting its strategic partner BoltBetz. First, BoltBetz has received approval from the Nevada Gaming Control Board ("GCB") as a software solution that allows players to create and fund a wagering account in Konami’s SYNKROS cashless wagering system via the BoltBetz mobile app. Second, Distill and Remedy’s Taverns have received GCB approval to use the BoltBetz product as approved by the GCB Lab. The Distill approval acknowledged that since GBank will be holding all funds – and not Distill or BoltBetz – a digital fund reserve is not required.

Todd Nigro, BoltBetz co-founder and CEO, stated, “After many years of planning and development, we are excited to have achieved the necessary approvals to launch our fully integrated cashless gaming platform at the nine Distill and Remedy’s locations in Las Vegas.”

Ed Nigro, GBFH Chairman and CEO, stated, “Years of dedicated work by our partners BankCard Services, BoltBetz and GBank have resulted in this unique slot machine app (BoltBetz) and bank payments system (PPA Powered by PIMS™) that provide Licensed Gaming Operators a first of its kind slot machine funding solution. We look forward to providing these seamless solutions to licensed gaming slot operators in Nevada and across the United States.”



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 https://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

Chairman and CEO

702-851-4200

enigro@g.bank

Source: GBank Financial Holdings Inc.