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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): July 31, 2026

 

SPRINGBIG HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-40049   88-2789488
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.) 

 

621 NW 53rd Street, Ste. 340

Boca Raton, Florida, 33487

(Address of principal executive offices, including zip code)

 

Registrant’s telephone number, including area code: (800) 772-9172

 

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   Name of each exchange on (s which registered)
None        

 

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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On July 31, 2026, Larry Ellis resigned as a member of the Board of Directors (the “Board”) of SpringBig Holdings, Inc. (the “Company”). The resignation of Mr. Ellis was not due to any disagreement with the Company or the Board on any matter relating to the Company’s operations, policies, or practices.

 

On August 1, 2026, the Board approved cash compensation for the continuing members of the Board of $5,000 upon appointment to the Board and $2,500 each month thereafter beginning in August of 2026.

 

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SIGNATURE

 

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  SPRINGBIG HOLDINGS, INC.
   
August 6, 2026 By:  /s/ Andrew Glashow
    Name:  Andrew Glashow
    Title: Chief Executive Officer

 

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