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Form 8-K

sec.gov

8-K — U S GLOBAL INVESTORS INC

Accession: 0001437749-26-019804

Filed: 2026-06-08

Period: 2026-06-05

CIK: 0000754811

SIC: 6282 (INVESTMENT ADVICE)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — usglobal20260608_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (ex_973695.htm)

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8-K — FORM 8-K

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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): June 5, 2026

U.S. GLOBAL INVESTORS, INC.

(Exact name of registrant as specified in its charter)

Texas

0-13928

74-1598370

(State of other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

7900 Callaghan Road, San Antonio, Texas 78229

(Address of principal executive offices)  (Zip Code)

Registrant's telephone number, including area code: 210-308-1234

(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 CFR230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR240.14a-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

Class A common stock, $0.25 par value per share

GROW

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 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 2.02 Results of Operations and Financial Condition.

On June 5, 2026, U.S. Global Investors, Inc. (the “Company”) filed an Amended Quarterly Report on Form 10-Q/A for the three and nine months ended March 31, 2026 (the Form 10-Q/A”). On the same date, the Company issued a press release reporting corrected financial results for those periods in connection with the filing of the Form 10-Q/A. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information furnished pursuant to Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit 99.1 – Press Release issued by U.S. Global Investors, Inc. dated June 5, 2026, Announces Restatement of EPS for Q3 2026; Reported Financial Strength Remains Unchanged.

Exhibit 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.

U.S. Global Investors, Inc.

By:

/s/ Lisa Callicotte

Lisa Callicotte

CFO

Dated:     June 8, 2026

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: ex_973695.htm · Sequence: 2

ex_973695.htm

Exhibit 99.1

Contact:

Holly Schoenfeldt

Director of Marketing and Public Relations

210.308.1268

hschoenfeldt@usfunds.com

For Immediate Release

U.S. Global Investors Announces Restatement of EPS for Q3 2026; Reported Financial Strength Remains Unchanged

*********************************************************************************************

SAN ANTONIO–June 5, 2026– U.S. Global Investors, Inc. (NASDAQ: GROW) (the "Company"), a registered investment advisory firm with longstanding experience in global markets and specialized sectors, today announced that it has completed the restatement of its previously issued earnings per share (EPS) figures for the three-month and nine-month periods ended March 31, 2026, and has filed an amended Quarterly Report for the third quarter of fiscal year 2026 on Form 10-Q/A.

Nature of the Restatement

As was previously reported, the Company identified an inadvertent omission in the spreadsheet used to calculate weighted-average shares. The omission resulted in understated basic and diluted weighted average common shares and overstated basic and diluted EPS for the three- and nine-month periods ended March 31, 2026.

The miscalculation had no impact on the Company’s reported net income, total revenues, operating income, cash position or any other line item in the consolidated financial statements. Only the weighted average number of shares outstanding and the resulting per-share figures are affected.

“We recognize that per‑share information is important to our investors. Upon identifying the clerical omission, we completed the restatement as soon as practicable. We are enhancing our controls over the preparation and validation of spreadsheet calculations to support our commitment to accurate financial reporting,” said Lisa Callicotte, Chief Financial Officer of U.S. Global Investors.

For the three months ended March 31, 2026, weighted average shares were understated by 702,484 shares, resulting in an overstatement of basic and diluted EPS of $0.02.

Corrected EPS – Three Months Ended March 31, 2026

As Reported

As Restated

Basic & Diluted EPS

$0.23

$0.21

Avg. Shares (Basic)

11,858,724

12,561,208

Avg. Shares (Diluted)

11,883,102

12,585,586

For the nine months ended March 31, 2026, weighted average shares were understated by 230,743 shares, resulting in an overstatement of basic and diluted EPS of $0.01.

Corrected EPS – Nine Months Ended March 31, 2026

As Reported

As Restated

Basic & Diluted EPS

$0.27

$0.26

Avg. Shares (Basic)

12,535,652

12,766,395

Avg. Shares (Diluted)

12,546,628

12,777,371

1 Registration does not imply a certain level of skill or training.

Strong Quarter Highlights – Financial Strength Remains Intact

Notwithstanding the restatement of per-share figures, the Company’s underlying financial results for the third quarter of fiscal year 2026 reflect a strong quarter.

Net Income: Net income for the three months ended March 31, 2026, was $2.7 million, or $0.21 per share (restated), compared to a net loss in both the prior quarter and the same quarter a year earlier.

Revenue Growth: Total operating revenues were $2.8 million, representing a 10% increase over the prior quarter and a 31% increase over the same quarter in fiscal year 2025.

Assets Under Management (AUM): Average assets under management (AUM) were $1.6 billion during the quarter, driven by continued strength in the Company’s gold and natural resources strategies.

“I want to assure our shareholders that the fundamentals of our business remain strong,” said Mr. Holmes, Chief Executive Officer and Chief Investment Officer of U. S. Global Investors. “Over the past 5 years we have repurchased more than 20% of our outstanding shares, reflecting the Board’s and management’s confidence in the Company’s long-term outlook and continued commitment to shareholder yield.”

Selected Financial Data (unaudited): (dollars in thousands, except per share data)

Three months ended

3/31/2026

3/31/2025

Operating Revenues

$

2,762

$

2,103

Operating Expenses

2,674

2,996

Operating Income (Loss)

88

(893

)

Total Other Income (Loss)

1,745

648

Income (Loss) Before Income Taxes

1,833

(245

)

Income Tax Expense (Benefit)

(844

)

137

Net Income (Loss)

$

2,677

$

(382

)

Net Income (Loss) Per Share (Basic and Diluted)

$

0.21

$

(0.03

)

Avg. Common Shares Outstanding (Basic)

12,561,208

13,023,636

Avg. Common Shares Outstanding (Diluted)

12,585,586

13,024,441

Avg. Assets Under Management (Billions)

$

1.6

$

1.4

####

About U.S. Global Investors, Inc.

The story of U.S. Global Investors goes back more than 50 years when it began as an investment club. Today, U.S. Global Investors, Inc. (www.usfunds.com) is a registered investment adviser that focuses on niche markets around the world. Headquartered in San Antonio, Texas, the Company provides investment management and other services to U.S. Global Investors Funds and U.S. Global ETFs.

Forward-Looking Statements and Disclosure

This news release and other statements by U.S. Global Investors may include certain “forward-looking statements,” including statements relating to revenues, expenses and expectations regarding market conditions. You can identify these forward-looking statements by the use of words such as “outlook,” “believes,” “expects,” “potential,” “opportunity,” “seeks,” “anticipates” or other comparable words. Such statements involve certain risks and uncertainties and should be read with corporate filings and other important information on the Company’s website, www.usfunds.com, or the Securities and Exchange Commission’s website at www.sec.gov.

These filings, such as the Company’s annual report, Form 10-Q and Form 10-Q/A, should be read in conjunction with the other cautionary statements that are included in this release. Future events could differ materially from those anticipated in such statements and there can be no assurance that such statements will prove accurate and actual results may vary. The Company undertakes no obligation to publicly update or review any forward-looking statements, whether as a result of new information, future developments or otherwise.

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