Form 8-K

8-K — Reliance Global Group, Inc.

Accession: 0001493152-26-042319

Filed: 2026-09-11

Period: 2026-09-04

CIK: 0001812727

SIC: 6411 (INSURANCE AGENTS BROKERS & SERVICES)

Item: Entry into a Material Definitive Agreement

Item: Financial Statements and Exhibits

Documents

8-K — form8-k.htm (Primary)

EX-10.1 (ex10-1.htm)

EX-10.2 (ex10-2.htm)

GRAPHIC (ex10-1_001.jpg)

GRAPHIC (ex10-1_002.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: form8-k.htm · Sequence: 1

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0001812727

2026-09-04

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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): September 4, 2026

RELIANCE

GLOBAL GROUP, INC.

(Exact

Name of Registrant as Specified in Its Charter)

Florida

001-40020

46-3390293

(State

or Other Jurisdiction

Incorporation)

(Commission

File

Number)

(IRS

Employer

Identification

No.)

300

Blvd. of the Americas, Suite 105

Lakewood,

New Jersey

08701

(Address

of Principal Executive Offices)

(Zip

Code)

(732)

380-4600

(Registrant’s

Telephone Number, Including Area Code)

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, par value $0.086 per share

EZRA

The

NASDAQ Capital Market

Indicate

by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2

of the Securities Exchange Act of 1934.

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

1.01 Entry into a Material Definitive Agreement.

September 4, 2026, Oak Street Funding LLC (“Oak Street”) and RELI Exchange, LLC, Altruis Benefit Consultants, Inc., Southwestern

Montana Insurance Center, LLC (“SMI”) and UIS Agency, LLC f/k/a Commercial Coverage Solutions LLC, each a wholly owned subsidiary

of Reliance Global Group, Inc. (the “Company”) (collectively, the “Borrowers”), entered into a Sixth Amendment

to Master Credit Agreement and Credit Documents (the “Sixth Amendment”) amending the Master Credit Agreement, dated as of

April 3, 2019, between the Borrowers and Oak Street, as previously amended (the “Credit Agreement”). The Credit Agreement

had required that the proceeds of any sale of assets by a Borrower be applied in full to repay the obligations outstanding thereunder.

Under

the Sixth Amendment, Oak Street approved a sale of SMI (the “Transaction”), provided

that fifty percent (50%) of the proceeds of the Transaction, totaling $1,207,324.67 (the “Loan Paydown”), be applied to the

term loan designated Loan ID 121393 rather than the full amount of such proceeds, permitting the Company to retain the balance, and provided

that upon receipt of the Loan Paydown Oak Street will release SMI as a Borrower and release its security interests and liens on SMI’s

assets. Effectiveness was subject to customary conditions precedent, including payment of a $15,000 amendment fee.

a condition to the Sixth Amendment, each guarantor under the Credit Agreement—the Company, Reliance Global Holdings, LLC, Reliance

Insurtech, LLC, Kush Benefit Solutions, LLC, Ezra S. Beyman, Debra S. Beyman and Yaakov A. Beyman—delivered a Reaffirmation of

Credit Documents consenting to the Sixth Amendment, reaffirming its guarantee and releasing Oak Street from claims arising on or prior

to the effective date thereof. Ezra S. Beyman is the Company’s Chairman and Chief Executive Officer, and Reliance Global Holdings,

LLC is an entity affiliated with Mr. Beyman.

The

foregoing descriptions do not purport to be complete and are qualified in their entirety by reference to the Sixth Amendment and the

Company’s Reaffirmation of Credit Documents, filed as Exhibit 10.1 and Exhibit 10.2, respectively, to this Current Report on Form

8-K and incorporated herein by reference.

Forward-Looking

Statements

This

Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended,

Section 21E of the Exchange Act and the Private Securities Litigation Reform Act of 1995, including, without limitation, statements regarding

the anticipated benefits of the Transaction.

These

statements are subject to risks and uncertainties, including that the anticipated benefits of the Transaction and the Loan Paydown may not be realized, that the Company may require additional capital

that may not be available on acceptable terms or at all, and the other risks and uncertainties described in the Company’s filings

with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 and

its subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

Readers

are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. The Company undertakes

no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise,

except as required by law.

Item

9.01 Financial Statements and Exhibits.

(d)

Exhibits

Exhibit

No.

Description

2.1†

Purchase and Contribution Agreement, dated to be effective as of September 1, 2026, by and among Southwestern Montana Insurance Center, LLC, Reliance Global Group, Inc. and Scali, LLC, dba Scali Insurance Group (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K filed on September 9, 2026).

10.1*

Sixth Amendment to Master Credit Agreement and Credit Documents, dated as of September 4, 2026, by and among Oak Street Funding LLC, RELI Exchange, LLC, Altruis Benefit Consultants, Inc., Southwestern Montana Insurance Center, LLC and UIS Agency, LLC f/k/a Commercial Coverage Solutions LLC.

10.2*

Reaffirmation of Credit Documents, dated as of September 4, 2026, by and between Reliance Global Group, Inc. and Oak Street Funding LLC.

104

Cover

Page Interactive Data File (embedded within the Inline XBRL document).

Filed herewith.

†

Previously filed.

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.

Reliance

Global Group, Inc.

Dated:

September 11, 2026

By:

/s/

Ezra Beyman

Ezra

Beyman

Chief

Executive Officer

EX-10.1

Filename: ex10-1.htm · Sequence: 2

Exhibit

10.1

SIXTH

AMENDMENT TO MASTER CREDIT AGREEMENT AND CREDIT DOCUMENTS

This

Sixth Amendment to Master Credit Agreement and Credit Documents (this “Amendment”) is made and entered into effective as

of September , 2026 (the “Effective Date”) by and among OAK STREET FUNDING LLC, a Delaware limited liability company

(“Oak Street”), RELI EXCHANGE, LLC, ALTRUIS BENEFIT CONSULTANTS, INC., SOUTHWESTERN MONTANA INSURANCE CENTER LLC (“Southwestern”)

and UIS AGENCY, LLC f/k/a COMMERCIAL COVERAGE SOLUTIONS LLC (collectively, the “Borrower”, whether one or more) and

other Persons which may become from time to time a Borrower under the Credit Agreement (as defined below).

I T N E S S E T H:

WHEREAS,

pursuant to the terms and conditions of that certain Master Credit Agreement between the Borrower and Oak Street dated as of 3rd

day of April, 2019 (as may be or has been amended from time to time, collectively, the “Credit Agreement”) and related Credit

Documents, Oak Street made available one or more Loans to the Borrower;

WHEREAS,

the Southwestern Montana Insurance Center, LLC (“Southwestern”) and Reliance Global Group, Inc. as sole owner have entered

into a Purchase and Contribution Agreement with Scali, LLC (“Scali”) dated as of September 1, 2026 (the “Southwestern

Purchase”);

WHEREAS,

the Borrower has requested that Oak Street: (i) approve the Southwestern Purchase, (ii) remove Southwestern as a Borrower and

release all security interests and liens, including any UCC-1 filings, and (iii) make certain other amendments to the Credit

Agreement and the other Credit Documents, all as more specifically set forth herein and in the other Amendment Documents.

WHEREAS,

Oak Street is willing to consent to such requests and so amend the Credit Agreement and the other Credit Documents, as applicable, to

reflect such transactions, all on the terms, and subject to the conditions, of this Amendment and the other Amendment Documents.

NOW,

THEREFORE, in consideration of the mutual covenants and agreements herein contained and for other good and valuable consideration, the

receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:

I. GENERAL

PROVISIONS

1. Definitions.

Capitalized terms that are defined in this Amendment shall have the meanings specified herein when used (with or without underscoring)

in this Amendment. Capitalized terms that are used (with or without underscoring), but not otherwise defined, in this Amendment shall

have the meanings specified in the Credit Agreement. All terms (capitalized or otherwise) that are (i) now or hereafter defined in the

Indiana UCC and (ii) used herein but not defined in this Amendment or in the Credit Agreement, shall have, in each such instance, the

meanings specified in the Indiana UCC, unless the context dictates otherwise, as such definitions may be enlarged or expanded from time

to time by amendment or judicial decision.

Page 2 of 5

2. Representations

and Warranties. In order to induce Oak Street to enter into this Amendment, the Borrower hereby represents and warrants to Oak Street

that:

(a) each of the foregoing recitals is true and correct;

(b) all

of the representations, warranties and covenants in the Credit Agreement and the balance of the Credit Documents are true and complete

in all material respects on the date hereof with the same force and effect as if made on such date, except as expressly set forth herein;

Credit Agreement and the balance of the Credit Documents are in full force and effect and the Borrower has no offsets, defenses, claims,

causes of action or counterclaims with respect thereto or otherwise against Oak Street; and

(d) except

as may otherwise be expressly referenced herein, there are no other defaults, Events of Default or events which, with the passage of

time or the giving of notice, or both, are likely to become an Event of Default under the Credit Agreement or any of the Credit Documents.

II AMENDMENTS TO CREDIT AGREEMENT AND OTHER AGREEMENTS

1. Southwestern

Purchase. So long as the Conditions Precedent set forth in Section III below are satisfied as determined by Oak Street in its sole

discretion, Oak Street will approve the Southwestern Purchase.

2. Loan

Paydown. Fifty percent (50%) of the proceeds from the Southwestern Purchase (totaling $1,207,324.67) shall be paid to Oak Street

to paydown LoanID 121393 (the “Loan Paydown”).

3. Lien

Release. Upon receipt of the Loan Paydown, Oak Street shall release Southwestern from its obligations under the Credit Documents

as a Borrower and shall release all security interests and liens granted by or encumbering the assets of Southwestern, including by filing

or authorizing the filing of UCC-3 termination statements with respect to all UCC-1 financing statements naming Southwestern as a debtor.

III. CONDITIONS

PRECEDENT

or prior to the time and date that Oak Street executes this Amendment, and as a condition to the effectiveness of this Amendment, each

of the following conditions precedent (the “Conditions Precedent”) shall have been satisfied in the sole judgment of Oak

Street:

1. Other

Amendment Documents. Oak Street shall have received, each in form and substance acceptable to Oak Street (together with this Amendment,

collectively, the “Amendment Documents”):

(a) this Amendment duly executed by each Borrower;

(b) confirmation of the Loan Paydown;

that this Amendment, the other Amendment Documents, and the transactions contemplated hereby and thereby were duly authorized by the

board of directors, shareholders, managers, members or other applicable governing body of each Borrower and Guarantor;

(d) a

Reaffirmation of Credit Documents, duly executed by each Guarantor for the benefit of Oak Street;

(e) all

other documents, instruments and agreements deemed necessary or desirable by Oak Street to effect the amendments to the Borrower’s

credit facilities with Oak Street relative to the transactions contemplated by this Amendment; and

Page 3 of 5

(f) payment of an amendment fee in the amount of $15,000.

2. No Changes.

(a) No

change in applicable law shall have occurred as a consequence of which it shall have become and continue to be unlawful (i) for Oak Street

to perform any of its agreements or obligations under any of the Credit Documents or (ii) for any Borrower to perform any of its agreements

or obligations under any of the Credit Documents;

(b) All

corporate, limited liability company, governmental and other proceedings in connection with the transactions contemplated on the Effective

Date shall have been completed to the satisfaction of Oak Street; and

changes shall have occurred in the assets, liabilities, financial condition, business, or operations of any Obligor, and no changes shall

have occurred in the projected assets, liabilities, financial condition, business, operations, or prospects of any Borrower or Guarantor,

in each case which, individually or in the aggregate, could reasonably be expected to result in a material adverse effect, and Oak Street

shall have completed such review of the status of all current and pending legal issues as Oak Street shall deem necessary or appropriate.

IV. MISCELLANEOUS PROVISIONS

1. The Borrower represents and warrants to, and covenant with, Oak Street that:

(a) this

Amendment has been duly executed and delivered by the Borrower and constitutes the legal, valid and binding obligation of the Borrower,

enforceable against the Borrower in accordance with its terms, except as such enforceability may be limited by (i) applicable bankruptcy,

insolvency or similar laws affecting the enforcement of creditors’ rights generally and (ii) general principles of equity (regardless

of whether such enforceability is considered in a proceeding in equity or at law); and

(b) as

of the date of this Amendment and except as expressly set forth herein, all of the representations and warranties of the Borrower set

forth in the Credit Agreement and the Credit Documents are true and correct in all material respects and no other default or Event of

Default under or within the meaning of the Credit Agreement has occurred and is occurring.

2. In

addition to, and without limiting, any other provision of any Credit Document, the Borrower and Oak Street hereby expressly intend that

this Amendment is in no way intended, nor shall it be construed to, (a) constitute the refinancing, refunding, payment or extinguishment

of the obligations evidenced by the existing Credit Documents; (b) be deemed to evidence a novation of the outstanding balance of the

obligations; or (c) adversely affect, impair, or extinguish the creation, attachment, perfection or priority of the liens on the Collateral

granted pursuant to any Security Agreement. Without limiting the generality of the foregoing, the Borrower ratifies and reaffirms any

and all grants of liens to Oak Street on the Collateral as security for the obligations, and the Borrower acknowledges and confirms that

the grants of the liens to Oak Street on the Collateral: (i) represent continuing liens on all of the Collateral, (ii) secure all of

the obligations, and (iii) represent valid, first lien on all of the Collateral.

Page 4 of 5

3. This

Amendment, together with the Credit Agreement and the other Credit Documents, sets forth the entire agreement of the Parties with respect

to the subject matter of this Amendment and supersedes all previous understandings, written or oral, in respect of this Amendment. Except

as specifically amended and/or supplemented by this Amendment or the other Credit Documents, all terms of the Credit Agreement and the

other Credit Documents are ratified and confirmed and remain in full force and effect. In the event of a conflict between the terms of

the Credit Agreement and the terms of this Amendment, the terms of this Amendment shall control. The Credit Agreement, as amended and

supplemented by this Amendment, will be construed as one agreement. All references in any of the Credit Documents to the Credit Agreement

will be deemed to be references to the Credit Agreement as amended and supplemented by this Amendment. The headings to the Sections of

this Amendment have been inserted for convenience of reference only and shall in no way modify or restrict any provisions hereof or be

used to construe any such provisions. This Amendment and the other Credit Documents may be signed by facsimile signatures or other electronic

delivery of an image file reflecting the execution hereof or thereof, and, if so signed: (i) may be relied on by each party as if the

document were a manually signed original and (ii) will be binding on each party for all purposes. This Amendment may be executed in multiple

counterparts, each of which shall be deemed to be an original but all of which, when together, shall constitute one and the same instrument,

but none of which counterparts shall become effective unless and until this Amendment is signed by Oak Street and the Borrower.

4. The

parties agree that in order to induce Oak Street to enter into this Amendment and for value received, the receipt and sufficiency of

which are hereby acknowledged, the Borrower for itself and its respective directors, officers, shareholders, members, parents, subsidiaries

or affiliated entities, employees, agents, representatives, estates, predecessors, successors and assigns, hereby releases and forever

discharges Oak Street, and its directors, officers, shareholders, parents, subsidiaries or affiliated corporations, employees, agents,

attorneys, representatives, predecessors, successors and assigns, of and from any and all actions, causes of action, suits, proceedings,

claims, demands, damages, costs, expenses and liabilities of any kind or nature whatsoever, whether known or unknown, against any and

all of them arising from, relating to or involving in any way, directly or indirectly, any act, statement, omission or conduct concerning

or related to the Borrower, the Credit Documents, and/or the subject matter of this Amendment occurring prior to the execution of this

Amendment.

5. Electronic

Signature Acknowledgment. Signer agrees that an electronic signature, whether digital or encrypted, of such signer on this document

is intended to authenticate this writing and to have the same force and effect as a manual signature. Electronic signature means any

electronic sound, symbol, or process attached to or logically associated with a record and executed and adopted by a party with the intent

to sign such record, including facsimile or email electronic signatures, pursuant to Indiana Code § 26-2-8, et. seq., as amended

from time to time.

{Signatures

Page Follows}

Page 5 of 5

WITNESS WHEREOF, the undersigned have executed this Amendment as of the Effective

Date.

OAK

STREET:

OAK

STREET FUNDING LLC

By:

Kathy

Yeary, Executive Director

[Borrower’s

electronic signature is on the following page]

Sixth

Amendment to Master Credit Agreement and Credit Documents – Signature Page

EX-10.2

Filename: ex10-2.htm · Sequence: 3

Exhibit

10.2

REAFFIRMATION

OF CREDIT DOCUMENTS

THIS

REAFFIRMATION OF CREDIT DOCUMENTS (this “Reaffirmation”) is entered into as of September , 2026 (the “Effective Date”),

by and between DEBRA S. BEYMAN (“Guarantor”), and OAK STREET FUNDING LLC, a Delaware limited liability company

(“Oak Street”).

I T N E S S E T H:

WHEREAS,

Guarantor has executed and delivered to Oak Street, among other things, that certain Continuing Guarantee dated as of August 13, 2018

(together with any amendments, modifications, restatements or superseding documentation in respect thereof, if any, collectively, the

“Guarantee”);

WHEREAS,

contemporaneously herewith, RELI EXCHANGE, LLC, an Illinois limited liability company, ALTRUIS BENEFIT CONSULTANTS, INC.,

a Michigan corporation, SOUTHWESTERN MONTANA INSURANCE CENTER LLC, a Montana limited liability company, and UIS AGENCY, LLC

f/k/a COMMERCIAL COVERAGE SOLUTIONS LLC, a New Jersey limited liability company (collectively, “Borrower”) and Oak Street

are entering into a Sixth Amendment to Credit Agreement and Credit Documents (the “Amendment”); and

WHEREAS,

it is a condition precedent to the Amendment that Guarantor execute and deliver this Reaffirmation to Oak Street.

Statement

of Agreement

consideration of the mutual covenants and agreements set forth in the Amendment, the Credit Agreement and the other Credit Documents,

and for other good and valuable consideration, Guarantor and Oak Street hereby agree as follows:

Definitions

Capitalized

terms that are defined in this Reaffirmation shall have the meanings specified herein when used (with or without underscoring) in this

Reaffirmation. Capitalized terms that are used (with or without underscoring), but not otherwise defined, in this Reaffirmation shall

have the meanings specified in the Guarantee or, if not defined in the Guarantee, in the Credit Agreement.

Reaffirmations; Release

Reaffirmation of Guarantor Credit Documents. Guarantor hereby: (i) consents to the execution and delivery of the Amendment and

the other documents (and together with the Amendment, collectively, the “Pending Documents”); (ii) ratifies and reaffirms

the Guarantee and the other Credit Documents (if any) to which Guarantor is a party (collectively, the “Guarantor Credit Documents”);

and (iii) acknowledges and agrees that Guarantor is not released from its obligations under the Guarantor Credit Documents by reason

of the Pending Documents and that the obligations of Guarantor under the Guarantor Credit Documents extend, among other Obligations of

Borrower to Oak Street, to the Obligations of Borrower (or any one or more of them) under the Pending Documents (all such Obligations

of Borrower to Oak Street being, collectively, the “Guaranteed Obligations”). Without limiting any of the foregoing, Guarantor

acknowledges receipt of a copy of each of the Pending Documents.

Acknowledgment Regarding Consent. This Reaffirmation shall not be construed, by implication or otherwise, as imposing any requirement

that Oak Street notify or seek the consent of Guarantor relative to any past or future extension of credit, or modification, extension

or other action with respect thereto, in order for any such extension of credit or modification, extension or other action with respect

thereto to be subject to the Guarantor Credit Documents, it being expressly acknowledged and reaffirmed that Guarantor has consented,

among other things, to extensions of credit and modifications, extensions and other actions with respect thereto without any notice thereof

or further consent thereto.

Release. Guarantor hereby releases Oak Street from any and all liabilities, damages and claims arising from or in any way related

to the Guaranteed Obligations or the Guarantor Credit Documents, other than such liabilities, damages and claims which arise after the

Effective Date. The foregoing release does not release or discharge, or operate to waive performance by, Oak Street of its express agreements

and obligations stated in the Guarantor Credit Documents to be performed on and after the Effective Date.

Additional Acknowledgments. Without limiting the generality of any of the other provisions of this Reaffirmation, Guarantor hereby

specifically acknowledges and agrees that all references in the Guarantor Credit Documents to: (i) the Credit Agreement or the other

Credit Documents shall be deemed to be references to the Credit Agreement or such other Credit Document, as amended by, or amended and

restated in connection with, the Amendment and the other Pending Documents; and (ii) the “Obligations” as defined in the

Guarantee shall be deemed to include, without limitation, the “Obligations” (as defined in the Amendment) for all purposes

of the Guarantor Credit Documents.

General Provisions

Entire Agreement; Headings; Counterparts. This Reaffirmation, together with the Credit Agreement and the other Credit Documents,

sets forth the entire agreement of the parties with respect to the subject matter of this Reaffirmation and supersedes all previous understandings,

written or oral, in respect of this Reaffirmation. The headings to the sections of this Reaffirmation have been inserted for convenience

of reference only and shall in no way modify or restrict any provisions hereof or be used to construe any such provisions. This Reaffirmation

may be signed by facsimile signatures or other electronic delivery of an image file reflecting the execution hereof or thereof, and,

if so signed: (a) may be relied on by each party as if the document were a manually signed original and (b) will be binding on each party

for all purposes. This Reaffirmation may be executed in multiple counterparts, each of which shall be deemed to be an original but all

of which, when together, shall constitute one and the same instrument.

Electronic Signature Acknowledgement. Signer agrees that an electronic signature, whether digital or encrypted, of such signer

on this document is intended to authenticate this writing and to have the same force and effect as a manual signature. Electronic signature

means any electronic sound, symbol, or process attached to or logically associated with a record and executed and adopted by a party

with the intent to sign such record, including facsimile or email electronic signatures, pursuant to Indiana Code § 26-2-8, et.

seq., as amended from time to time.

{Signature

Page Follows}

-2-

WITNESS WHEREOF, the undersigned has caused this Reaffirmation to be executed on the Effective

Date.

[Guarantor’s

electronic signature is on the following page]

Agreed to and accepted as of the Effective Date:

OAK STREET:

OAK STREET FUNDING LLC

By:

Kathy

Yeary, Executive Director

Reaffirmation

of Credit Documents – Signature Page

REAFFIRMATION

OF CREDIT DOCUMENTS

THIS

REAFFIRMATION OF CREDIT DOCUMENTS (this “Reaffirmation”) is entered into as of September , 2026 (the “Effective Date”),

by and between EZRA S. BEYMAN (“Guarantor”), and OAK STREET FUNDING LLC, a Delaware limited liability company