8-K

STANDARD PREMIUM FINANCE HOLDINGS, INC. (SPFX)

8-K 2025-07-31 For: 2025-07-31
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Added on April 06, 2026

UNITED STATESSECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K


CURRENT REPORT


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


Date of Report (Date of earliest event reported):July 31, 2025

STANDARD PREMIUM FINANCE HOLDINGS, INC.

(Exact name of registrant as specified in itscharter)

Florida 000-56243 81-2624094
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)

13590 SW 134th Avenue, Suite 214,Miami, FL 33186

(Address of Principal Executive Office) (ZipCode)

305-232-2752

(Registrant’s telephone number, includingarea code)

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: None

Title of each class Trading Symbol(s) Name of each exchange on which registered

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 checkmark 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 Information

On July 31, 2025, Standard Premium Finance Holdings, Inc. (the “Company”) issued a press release related to the amendment of a stock repurchase program previously authorized by the Company’s board of directors to include open market repurchases in accordance with applicable SEC regulations and safe harbor provisions in addition to private purchase. A copy of the press release is attached hereto as Exhibit 99.1.

Item 9.01.  Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Description
99.1 Company press release dated July 31, 2025 related to amendment of<br>the Company’s stock repurchase program.
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)


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.

STANDARD PREMIUM FINANCE HOLDINGS, INC.
Dated:  July 31, 2025 By: /s/ William J. Koppelmann
William J. Koppelmann<br><br>Chairman and Chief Executive Officer

Exhibit 99.1

Standard Premium Expands Stock RepurchaseProgram Following Strong Q2 Results

MIAMI, – July 31, 2025 – Standard Premium Finance Holdings, Inc. (OTCQX: SPFX), a leading specialty finance company, today announced that its board of directors has authorized an expansion of the Company’s previously announced $250,000 stock repurchase program which follows the Company’s strong second quarter performance, including $3.1 million in revenue, income before taxes of $345,000 and a return-on-equity of 15%. The board approved the ability for repurchases to be effectuated in the open market in accordance with applicable SEC regulations and safe harbor provisions, in addition to privately negotiated transactions directly with stockholders.

“The expanded repurchase program reinforces our continued confidence in the Company’s strategic direction and long-term vision, and our ability to execute on a compelling growth trajectory,” says William Koppelmann, CEO, Standard Premium. “It provides us with another flexible mechanism to return value to shareholders while maintaining a disciplined, balanced and methodical capital allocation approach.”

The Company noted that repurchases under the program remain subject to a number of factors, including market conditions, stock price, regulatory requirements and limitations and corporate liquidity needs and priorities. The program does not obligate the Company to repurchase any specific number of shares and repurchases may be suspended or discontinued at any time. The program remains in effect through November 2, 2025.

“As we continue to scale our business and deliver consistent, solid financial performance, we remain focused on sustainably enhancing shareholder value through prudent capital deployment and strategic execution,” adds Koppelmann.


About Standard Premium Finance Holdings,Inc.

Standard Premium Finance Holdings, Inc. (OTCQX: SPFX), is a specialty finance company which has financed premiums on over $2 Billion of property and casualty insurance policies since 1991. We currently operate in 38 states and are seeking M&A opportunities of synergistic businesses to leverage economies of scale. https://www.standardpremium.com/

Cautionary Statement Regarding Forward-LookingStatements

This press release includes "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995 and within the meaning of Section 27a of the Securities Act of 1933, as amended, and Section 21e of the Securities Exchange Act of 1934, as amended with regard to our anticipated future growth and outlook, including the Company’s current plans concerning the stock repurchase plan. Our actual results may differ from expectations presented or implied herein and, consequently, you should not rely on these forward-looking statements as predictions of future events. We do not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statement to reflect any change in our expectations or any change in events, conditions or results.

Additional information concerning risk factors relating to our business is contained in Item 1A Risk Factors of our Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 10, 2025 which is available on the SEC’s website at www.sec.gov or on the Investor Relations section of our website, standardpremium.com.

Media:

Nicholas Turchiano

CPR Marketing

nturchiano@cpronline.com

201-641-1911x35