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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): October 2, 2025
EIGHTCO HOLDINGS INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-41033 | 87-2755739 | ||
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
|
101 Larry Holmes Drive Suite 313 Easton, PA |
18042 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (888) 765-8933
(Former name or former address, if changed since last report)
Not Applicable
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 (see General Instruction A.2. below):
| ☐ | 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, $0.001 par value | ORBS | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01 Regulation FD Disclosure.
On October 2, 2025, Eightco Holdings Inc. (the “Company”) issued a press release (the “Press Release”) announcing an update on the Company’s World network, Worldcoin Treasury and the Company’s plans for global expansion. A copy of the Press Release is attached as Exhibit 99.1 and is incorporated herein by reference.
The information under this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”) or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
| Exhibit No. | Description | |
| 99.1 | Press Release, dated October 2, 2025 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Dated: October 2, 2025
| EIGHTCO HOLDINGS INC. | |
| /s/ Brett Vroman | |
| Brett Vroman | |
| Chief Financial Officer |
Exhibit 99.1
Eightco Holdings Inc. ($ORBS) Expands Investor Access with Options Trading
Over 17 Million Verified World Humans, Adding More Than 2 Million Since Launching Worldcoin Treasury Just 3 Weeks Ago
$ORBS’ bold ‘Power of 8’ initiative aims to accumulate 800M Worldcoin (WLD) tokens and verify 8B humans
Dan Ives, renowned technology and AI expert and Wall Street analyst, serves as Chairman of the Board
World is the single sign-on and Proof-of-Human verification for the AI era
“If we succeed on our mission, World might become the largest network of real people online, fundamentally changing how we interact and transact throughout the Internet,” says Sam Altman
Investors include MOZAYYX, BitMine Immersion (BMNR), World Foundation, Wedbush, Coinfund, Discovery Capital Management, FalconX, Kraken, Pantera, GSR, Brevan Howard and more
EASTON, PA., October 2, 2025 /PRNewswire/ — Eightco Holdings Inc. (NASDAQ: ORBS) today announced that the World network has surpassed 17 million verified humans, an increase of over 2 million since $ORBS launched just three weeks ago. The company recently unveiled its ‘Power of 8’ initiative, targeting 800 million Worldcoin (WLD) and 8 billion verified humans. Additionally, the company announced that options trading is now available, offering new opportunities for investors to engage with $ORBS as the company continues its rapid growth and expansion.
“We are making rapid progress on the ‘Power of 8,’ and reaching 17 million verified humans marks a pivotal step toward a world where digital trust is seamless and universal,” said Dan Ives, Chairman of Eightco Holdings Inc. ($ORBS). “World is powering the single sign-on future, enabling secure, anonymous interactions online for millions of people worldwide.”
“17 million is also an important number for our ‘Power of 8’ story because 8 raised to the 8th power is 17 million,” says Kevin O’Donnell, CEO of Eightco. “I look forward to joining Chairman Ives at the World stores in Singapore and Seoul, where we can meet and interact with fellow ORBS-ians”
Separately, Eightco today announced that standardized options on its common stock are now available for trading on the Nasdaq Options Market under the ticker symbol “ORBS.” The options include a range of standard expiration dates and strike prices. This listing enhances investor accessibility, provides tools for risk management, and improves overall liquidity in the company’s shares.
“Now, with options trading available, investors have new ways to engage with our growth and momentum,” continued Ives.
As part of his mission to raise global awareness for $ORBS and Worldcoin, Chairman Ives will embark on the ORBS World Tour, visiting several of the cities where World stores are located, including:
| ● | October 6: Los Angeles | |
| ● | October 7: San Francisco | |
| ● | October 18-21: Bangkok | |
| ● | October 22-23: Kuala Lumpur | |
| ● | October 24-25: Singapore | |
| ● | October 27-28: Seoul | |
| ● | October 29-30: Tokyo | |
| ● | December 8-10: London |
Eightco Holdings Inc. (ORBS) is committed to establishing a universal foundation for digital identity. World’s proprietary verification Orb technology is designed to meet the security and identity challenges of the future, offering a path to a universally trusted digital identity and the foundation for the next generation of online trust, verification and economic exchange. The Orbs are the hardware backbone of Worldcoin, verifying unique humans, distributing tokens fairly, and creating a trusted digital identity system. World will be the leading verification platform for consumers around the world.
ABOUT EIGHTCO HOLDINGS INC.
Eightco Holdings Inc. (NASDAQ: ORBS) is delivering a first-of-its-kind Worldcoin (WLD) treasury strategy. With this digital asset treasury (DAT), Eightco is advancing the AI revolution, implementing a technology infrastructure layer that is integral to the future of authentication, verification and Proof of Human (PoH). World is the single sign-on and Proof-of-Human verification for the AI era. In an increasingly agentic world, Eightco aims to achieve a universal foundation for digital identity.
For additional details, follow on X:
https://x.com/iamhuman_orbs
https://x.com/divestech
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements in this press release other than statements of historical fact could be deemed forward looking. Words such as “plans,” “expects,” “will,” “anticipates,” “continue,” “expand,” “advance,” “develop” “believes,” “guidance,” “target,” “may,” “remain,” “project,” “outlook,” “intend,” “estimate,” “could,” “should,” and other words and terms of similar meaning and expression are intended to identify forward-looking statements, although not all forward-looking statements contain such terms. Forward-looking statements are based on management’s current beliefs and assumptions that are subject to risks and uncertainties and are not guarantees of future performance. Actual results could differ materially from those contained in any forward-looking statement as a result of various factors, including, without limitation: Eightco’s ability to maintain compliance with the Nasdaq’s continued listing requirements; unexpected costs, charges or expenses that reduce Eightco’s capital resources; Eightco’s inability to raise adequate capital to fund its business; Eightco’s inability to innovate and attract users for Eightco’s products; future legislation and rulemaking negatively impacting digital assets; and shifting public and governmental positions on digital asset mining activity. Given these risks and uncertainties, you are cautioned not to place undue reliance on such forward-looking statements. For a discussion of other risks and uncertainties, and other important factors, any of which could cause Eightco’s actual results to differ from those contained in forward-looking statements, see Eightco’s filings with the Securities and Exchange Commission (the “SEC”), including in its Annual Report on Form 10-K filed with the SEC on April 15, 2025. All information in this press release is as of the date of the release, and Eightco undertakes no duty to update this information or to publicly announce the results of any revisions to any of such statements to reflect future events or developments, except as required by law.
SOURCE Eightco Holdings (NASDAQ: ORBS)
MEDIA CONTACT:
Marcy Simon
Marcy@agentofchange.com
+19178333392