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

Dateof Report (Date of earliest event reported): January 28, 2025

GlobalAI, Inc.

(Exactname of registrant as specified in its charter)

Nevada	333-163439	26-4170100
(State or other jurisdiction<br><br> <br>of incorporation)	(Commission<br><br> <br>File Number)	(IRS Employer<br><br> <br>Identification No.)

110Front Street, Suite 300, Jupiter, FL 33477

(Addressof principal executive offices, including Zip Code)

(561)240-0333

(Registrant’stelephone number, including area code)

N/A

(Formername 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 240.13a-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
N/A	N/A	N/A

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. ☐

Item7.01 Regulation FD Disclosure.

On January 28, 2025, Global AI, Inc. (the “Company”) issued a press release announcing a $1.1 million investment at $2.00 per share of the Company’s Class A common stock, par value $0.001, by Puma Brandenburg Venture Limited, further solidifying its position in the AI application layer and AI-driven technology solutions. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference to this report in such filing.

ForwardLooking Statement

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This Current Report on Form 8-K contains forward-looking statements. In addition, from time to time, we or our representatives may make forward-looking statements orally or in writing. We base these forward-looking statements on our expectations and projections about future events, which we derive from the information currently available to us. Such forward-looking statements relate to future events or our future performance, including: our ability to successfully develop and implement AI solutions, achieve anticipated synergies, and maintain market competitiveness; our financial performance and projections; our growth in revenue and earnings; and our business prospects and opportunities. You can identify forward-looking statements by those that are not historical in nature, particularly those that use terminology such as “may,” “should,” “expects,” “anticipates,” “contemplates,” “estimates,” “believes,” “plans,” “projected,” “predicts,” “potential,” or “hopes” or the negative of these or similar terms. Factors that may cause actual results to differ materially from current expectations include, among other things, those listed under the heading “Risk Factors” and elsewhere in our most annual report on Form 10-K that we have filed with the U.S. Securities and Exchange Commission. Forward-looking statements are only predictions. The forward-looking events discussed in this Current Report on Form 8-K and other statements made from time to time by us or our representatives, may not occur, and actual events and results may differ materially and are subject to risks, uncertainties and assumptions about us. We are not obligated to publicly update or revise any forward-looking statement, whether as a result of uncertainties and assumptions, the forward-looking events discussed in this document and other statements made from time to time by us or our representatives might not occur. Past performance is not indicative of future results.

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Item9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1	Press Release of the Registrant, dated as of January 28, 2025.
104	Cover<br> Page Interactive Data File (embedded within 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.

Date: January 28, 2025

GLOBAL AI, INC.
By:	/s/ Nevenka Cresnar Pergar
Name:	Nevenka<br> Cresnar Pergar
Title:	Acting<br> President and Chief Executive Officer

Exhibit 99.1

Global AI Inc. Secures $1.1 Million Investment at $2 Per Share

Strategic Funding Aimed at SupportingHigh-Growth Acquisitions and Driving Innovation Across the Portfolio

New York – January 28, 2025 –Global AI Inc. (OTC: GLAI), a leading provider of applicative artificial intelligence solutions, today announced a $1.1 million investment at $2 per share by Puma Brandenburg Ventures Limited. This investment reflects strong confidence in Global AI’s strategic vision. The funding will support the Company’s strategy to consolidate strategically aligned businesses, innovate through enhanced research and development (R&D), and scale its AI-driven ecosystem with proven go-to-market strategies.

Puma Brandenburg Ventures Limited is a wholly owned subsidiary of Puma Brandenburg Limited, a diversified holding company with interests in a variety of asset classes including real estate, health-tech and growth capital. Puma Brandenburg was founded in 2006 by Howard Shore, an international entrepreneur and philanthropist, and is the main vehicle through which he conducts his private investment activities.

Darko Horvat, Founder of Global AI Inc., stated, “We are thrilled to welcome Puma Brandenburg Ventures Limited as a key investor. This investment marks a pivotal step in executing our growth strategy by targeting high-potential AI-driven companies with robust recurring revenue models, significant gross margins, and proven solutions. By strategically aligning these businesses, we aim to optimize operations and accelerate growth across our portfolio of AI products. Simultaneously, our commitment to innovation through enhanced product development and robust R&D initiatives will drive transformative advancements in AI technologies.”

Global AI’s focus on consolidation, innovation, and scaling underpins its mission to deliver transformative AI solutions that prioritize customer success and long-term value creation. By fostering innovation and optimizing operations, the Company is uniquely positioned to unlock sustainable growth and solidify its leadership in the rapidly evolving AI sector.

About Global AI

Global AI Inc. is a trusted provider of applicative artificial intelligence solutions. Through a disciplined, value-based acquisition strategy, the Company optimizes operations and drives innovation with targeted investments in research and development. This approach supports sustainable growth and delivers long-term value for stakeholders. For additional information, please visit www.global.ai.

Contact: Crescendo Communications, LLC

Email: glai@crescendo-ir.com

Phone: 212-671-1020

ForwardLooking Statement

This press release contains forward-looking statements. In addition, from time to time, we or our representatives may make forward-looking statements orally or in writing. We base these forward-looking statements on our expectations and projections about future events, which we derive from the information currently available to us. Such forward-looking statements relate to future events or our future performance, including: our ability to successfully develop and implement AI solutions, achieve anticipated synergies, and maintain market competitiveness; our financial performance and projections; our growth in revenue and earnings; and our business prospects and opportunities. You can identify forward-looking statements by those that are not historical in nature, particularly those that use terminology such as “may,” “should,” “expects,” “anticipates,” “contemplates,” “estimates,” “believes,” “plans,” “projected,” “predicts,” “potential,” or “hopes” or the negative of these or similar terms. Factors that may cause actual results to differ materially from current expectations include, among other things, those listed under the heading “Risk Factors” and elsewhere in our most annual report on Form 10-K that we have filed with the U.S. Securities and Exchange Commission. Forward-looking statements are only predictions. The forward-looking events discussed in this press release and other statements made from time to time by us or our representatives, may not occur, and actual events and results may differ materially and are subject to risks, uncertainties and assumptions about us. We are not obligated to publicly update or revise any forward-looking statement, whether as a result of uncertainties and assumptions, the forward-looking events discussed in this document and other statements made from time to time by us or our representatives might not occur. Past performance is not indicative of future results.