Form 8-K

8-K — OFF THE HOOK YS INC.

Accession: 0001493152-26-015818

Filed: 2026-04-09

Period: 2026-04-09

CIK: 0002067767

SIC: 3730 (SHIP & BOAT BUILDING & REPAIRING)

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

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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): April 9, 2026

Off

The Hook YS Inc.

(Exact

name of registrant as specified in its charter)

Nevada

001-42930

33-2636992

(State

or other jurisdiction

incorporation)

(Commission

File

Number)

(I.R.S.

Employer

Identification

No.)

1701

Jel Wade Dr

Wilmington,

NC 28401

(Address

of principal executive offices)

Registrant’s

telephone number, including area code: (910) 772-9277

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 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, $0.001 par value

OTH

NYSE

American 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 ☒

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

7.01. Regulation FD Disclosure.

April 9, 2026, Off The Hook YS Inc. (the “Company”) issued a press release: “Off The Hook Yachts Launches Global Broker

Expansion Initiative, Introducing Scalable Five-Tier Growth Model”. A copy of the press release is attached hereto as Exhibit 99.1.

The

information under Item 7.01 of this Current Report on Form 8-K and the exhibit attached hereto shall not be deemed “filed”

for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section,

or incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, except as shall be

expressly set forth by specific reference in any such filing.

Item

9.01. Financial Statements and Exhibits.

(d)

Exhibits.

Exhibit

Number

Exhibits

99.1

Press Release of Off the Hook YS Inc. entitled “Off The Hook Yachts Launches Global Broker Expansion Initiative, Introducing Scalable Five-Tier Growth Model” dated April 9, 2026.

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.

Date:

April 9, 2026

Off

The Hook YS Inc.

By:

/s/

Brian John

Name:

Brian

John

Title:

Chief

Executive Officer

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit

99.1

Off

The Hook Yachts Launches Global Broker Expansion Initiative, Introducing Scalable Five-Tier Growth Model

Wilmington,

NC – April 9, 2026 – Off The Hook YS Inc. (NYSE American: OTH) (“Off the Hook Yachts” or “Off

the Hook” or “the Company”), a vertically integrated, AI-powered marine marketplace and one of the largest buyers and

sellers of used boats in the United States, today announced the launch of its global broker expansion initiative, with a newly introduced

five-tier recruitment and performance structure.

the center of this expansion is a bold vision: to make boat and yacht sales one of the most rewarding, opportunity-rich careers on earth

- where professionals can build meaningful income while helping people experience the freedom, joy, and lifestyle that only life on the

water can deliver.

Since

going public in November, Off The Hook Yachts has nearly tripled its sales organization and its available capital resources, positioning

the Company for its next phase of growth.

With

these initiatives, Off The Hook is building what it believes to be a fundamentally new model for buying and selling boats—designed

to operate at global scale.

Network Built to Scale

Off

The Hook’s five-tier structure is designed to enable brokers to recruit, train, and grow teams within the platform, creating a

system where expansion is not limited to centralized hiring.

the network grows, each broker has the ability to introduce additional team members, creating what the Company believes to be a compounding

growth dynamic, where the pace of expansion can increase as the platform scales.

“This

structure is designed to empower individuals – not just to sell boats – but to build businesses, create teams, and generate

long-term income in one of the most exciting industries in the world”, said Brian John, Chief Executive Officer of Off The Hook

Yachts.

Unlike

traditional brokerage models—where individual brokers operate independently with limited inventory and buyer visibility—

Off The Hook’s platform is designed as a connected global marketplace, where brokers collaborate, share opportunities, and transact

across a unified system.

Platform Model Distinct from Traditional Dealerships

Unlike

traditional marine dealerships, which are typically limited by physical locations, local inventory, and centralized sales teams, Off

The Hook’s platform is designed to enable brokers to operate remotely from anywhere in the world.

Through

the Company’s infrastructure, brokers can:

● Source

and transact on boats across multiple markets

● Work

from home or satellite locations

● Collaborate

with other brokers across the network

● Participate

in transactions beyond their immediate geographic region

This

flexibility allows individuals to build careers around their lives – not the other way around – while participating in high-value

transactions that can meaningfully impact their financial future. For many, this represents a rare combination: lifestyle freedom, strong

earning potential, and the opportunity to help customers create lifelong memories on the water.

This

distributed model allows the platform to operate continuously across time zones, increasing potential transaction activity and market

reach.

Off

The Hook believes this approach represents a shift from a location-based dealership model to a technology-enabled, globally connected

marketplace, designed to support scalable growth as participation increases.

The

Operating System Behind the Platform

Off

The Hook’s proprietary operating system, powered by NextBoat AI, has already been deployed across the Company’s platform

and serves as the foundation for its broker network.

The

Company is now launching the next phase of the system, which includes enhanced tracking of broker performance, multi-tier compensation

structures, and network-wide visibility through individual broker portals, expected to go live in the coming week.

Off

The Hook’s New Operating System is designed to:

● Track

broker performance and multi-tier compensation structures

● Provide

data-driven pricing and acquisition insights

● Match

buyers and sellers across the platform in real time via NextBoat AI

● Surface

inventory opportunities across the entire network

● Streamline

transaction workflows and execution

combining advanced AI with human relationships, Off The Hook is equipping brokers with the tools to succeed at a higher level –

helping them close more deals, serve clients more effectively, and grow their income.

Capital + Broker Flywheel

Off

The Hook believes its growth is driven by the alignment of two core factors:

Access to Capital

The

ability to deploy capital to acquire and transact on inventory across the platform

Active Brokers and Traders

growing network of participants sourcing, buying, and selling boats using Off The Hook’s infrastructure

Since

becoming a public company, Off The Hook has:

● Nearly

tripled

its available capital resources

● Nearly

tripled

its broker network

these two forces grow together, Off The Hook believes that it is building a powerful engine for expansion – creating more transactions,

more opportunities, and more income for the team all supported by one platform.

Redefining

a Fragmented Industry

The

used boat market has historically been:

● Highly

fragmented

● Limited

in data transparency

● Dependent

on individual broker networks

● Lacking

standardized pricing benchmarks

Off

The Hook’s platform is designed to address these challenges by combining technology, shared data, and centralized infrastructure

into a single system accessible to brokers around the world.

“This

is not a traditional dealership model,” said Brian John, Chief Executive Officer of Off The Hook Yachts. “We are building

a platform where brokers can operate from anywhere, transact across markets, and leverage shared data and capital. As participation increases,

we believe the platform becomes more powerful for everyone involved. We’re creating real economic opportunity – bringing

more people into the marine industry, supporting job growth, and helping individuals build meaningful, high-income careers”

Multiple

Revenue Streams Supporting Platform Growth

Off

The Hook generates revenue across multiple components of each transaction, including:

● Transaction

and resale margins

● Processing

and documentation fees

● Financing

and warranty products

● Future

insurance and ancillary services

This

diversified model allows the Company to participate across the full transaction lifecycle, while supporting brokers with a comprehensive

set of tools and services.

Positioned

for Long-Term Growth

With

the expansion of NextBoat AI and the introduction of its five-tier growth model, Off The Hook is building a platform designed for significant

scale without the constraints of traditional dealership models.

While

there can be no assurance of outcomes, the Company believes its model is positioned to support:

● Continued

expansion of its broker network

● Increased

transaction activity across the platform

● Improved

efficiency in sourcing, pricing, and execution

“We

believe no one is better positioned than Off The Hook to capitalize on the pre-owned boat and yacht market at scale”, said Brian

John.

About

Off The Hook YS Inc.

Founded

in 2012, Off The Hook YS Inc. is a vertically integrated, AI-powered marine marketplace transforming how boats are bought, sold, and

financed across the United States. Leveraging proprietary technology, deep transaction data, and a national acquisition network, the

Company increases speed, transparency, and inventory velocity across boat brokerage, wholesale trading, auctions, financing, and marine

services, with an integrated ecosystem that includes Autograph Yacht Group, Azure Funding, and proprietary lead-generation

platforms. Headquartered in Wilmington, North Carolina, Off The Hook is rapidly expanding its national footprint and market share within

the $57 billion U.S. marine industry.

Contact

Off

The Hook YS Inc.

Chad

Corbin, Chief Financial Officer

chadcorbin@offthehookys.com

Investor

Relations

ir@offthehookys.com

Forward-Looking

Statements

This

press release contains “forward-looking statements” that are subject to substantial risks and uncertainties. All statements,

other than statements of historical fact, contained in this press release are forward-looking statements. Forward-looking statements

contained in this press release may be identified by the use of words such as “anticipate,” “believe,” “contemplate,”

“could,” “estimate,” “expect,” “intend,” “seek,” “may,” “might,”

“plan,” “potential,” “predict,” “project,” “target,” “aim,” “should,”

“will,” “would,” or the negative of these words or other similar expressions, although not all forward-looking

statements contain these words. Forward-looking statements are based on Off The Hook YS Inc.’s current expectations and are subject

to inherent uncertainties, risks and assumptions that are difficult to predict. Further, certain forward-looking statements are based

on assumptions as to future events that may not prove to be accurate. These and other risks and uncertainties are described more fully

in the section titled “Risk Factors” in the final prospectus related to the public offering filed with the Securities and

Exchange Commission. Forward-looking statements contained in this announcement are made as of this date, and Off The Hook YS Inc. undertakes

no duty to update such information except as required under applicable law.

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