Form 8-K

8-K — LIVE VENTURES Inc

Accession: 0001437749-26-029083

Filed: 2026-08-27

Period: 2026-08-20

CIK: 0001045742

SIC: 5900 (RETAIL-MISCELLANEOUS RETAIL)

Item: Other Events

Documents

8-K — live20260826_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (ex_1009607.htm)

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8-K — FORM 8-K

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2026-08-20

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): August 20, 2026

Live Ventures Incorporated

(Exact name of Registrant as Specified in Its Charter)

Nevada

001-33937

85-0206668

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

8548 Rozita Lee Ave., Suite 305

Las Vegas, Nevada

89113

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (702) 939-0231

(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 per share

LIVE

The NASDAQ Stock Market 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 ☐

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 8.01 Other Events.

On August 27, 2026, Live Ventures Incorporated issued a press release announcing that the U.S. District Court for the District of Nevada has granted an order dismissing all claims against the Company and dismissing the Company as a defendant in the enforcement action filed by the U.S. Securities and Exchange Commission: Securities and Exchange Commission v. Live Ventures Incorporated, et al., Case No. 2:21‑cv‑01433‑JCM‑MDC. In addition, as part of the overall resolution, Mr. Isaac agreed to the entry of a consent judgment resolving the claims against him individually, which includes a civil penalty of $175,000. Mr. Isaac admits no wrongdoing and denies the SEC’s allegations. More information on this settlement is available on the SEC’s website: https://www.sec.gov/enforcement-litigation/litigation-releases/lr-26613. A copy of the press release is filed herewith as Exhibit 99.1 to this Current Report on Form 8‑K.

Exhibit

Number

Description

99.1

Press Release, dated August 27, 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, we have duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

LIVE VENTURES INCORPORATED

By:

/s/ Jon Isaac

Name: Jon Isaac

Title: Chief Executive Officer

Dated: August 27, 2026

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: ex_1009607.htm · Sequence: 2

ex_1009607.htm

Exhibit 99.1

FOR IMMEDIATE RELEASE

Live Ventures Announces Dismissal of All SEC Claims Against the Company

Company exits with no judgment, no penalty, no admission and no findings after nearly nine years; CEO Jon Isaac resolves individual claims and denies the allegations

LAS VEGAS, August 27, 2026 — Live Ventures Incorporated (NASDAQ: LIVE) (the “Company”) today announced that the United States District Court for the District of Nevada has dismissed all claims against the Company in the civil action filed by the Securities and Exchange Commission (the “SEC”) in 2021, ending a matter that began nearly nine years ago. The dismissal is complete: no judgment, no penalty, no admission and no findings of any kind against Live Ventures.

The SEC opened its investigation in late 2017 and filed suit in August 2021. In February 2026, the Court denied the SEC’s motion for summary judgment, and the case was headed to trial. After nearly nine years, tens of thousands of documents, and testimony from numerous witnesses, the SEC dismissed all claims against the Company.

“For nearly nine years, this Company and its shareholders carried the cost and the cloud of an SEC case that should never have been brought against it,” said Jon Isaac, President and Chief Executive Officer of Live Ventures. “We never folded. We kept fighting because the Company did nothing wrong, and we were never going to accept a settlement that meant admitting to things we didn’t do just to make a case go away. We didn’t have to. The SEC deposed our people, went through tens of thousands of our documents, and took us to the brink of trial — and today all claims against the Company have been dismissed.”

Separately, as part of the overall resolution, Mr. Isaac agreed to the entry of a consent judgment resolving the claims against him individually, which includes a civil penalty of $175,000. Mr. Isaac admitted nothing and vehemently denies each and every one of the SEC’s allegations.

“I deny the SEC’s allegations — all of them,” Mr. Isaac added. “I agreed to this resolution for one reason: it ends the case for everyone — for me and, more importantly, for the Company, which walks away with a complete dismissal. A $175,000 payment pales in comparison to what it would have cost to try this case to verdict, even though we had no doubt we would prevail. Settling does not mean I agree with a single word of the SEC’s claims. It means nine years is enough, and my energy and this Company’s resources are better spent building our businesses than paying legal fees.”

With this matter behind it, the Company is focused entirely on its strategy of acquiring and operating profitable businesses for the long term.

About Live Ventures Incorporated

Live Ventures Incorporated (NASDAQ: LIVE) is a diversified holding company with a strategic focus on value-oriented acquisitions of domestic middle-market companies. Through its subsidiaries, Live Ventures operates in flooring retail (Flooring Liquidators), flooring manufacturing (Marquis Industries), specialty retail and entertainment (Vintage Stock), and steel manufacturing (Precision Industries).

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the resolution of the SEC action and the Company’s plans, strategy and prospects. Forward-looking statements are based on management’s current expectations and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied, including the risks described in the Company’s filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and subsequent filings. All forward-looking statements speak only as of the date of this release, and the Company undertakes no obligation to update them except as required by law.

Contact

[Investor Relations contact name]

[Email / phone]

###

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