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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 10, 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, $0.001 par value | ORBS | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01 Regulation FD Disclosure.
On October 10, 2025, Eightco Holdings Inc. (the “Company”) issued a press release (the “Press Release”) providing an update on the Company’s efforts to advance AI authentication solutions for enterprise applications. A copy of the Press Release is attached as Exhibit 99.1 and is incorporated herein by reference.
The information under this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”) or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
| Exhibit No. | Description | |
| 99.1 | Press Release, dated October 10, 2025 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Dated: October 10, 2025
| EIGHTCO HOLDINGS INC. | |
| /s/ Brett Vroman | |
| Brett Vroman | |
| Chief Financial Officer |
Exhibit 99.1
Eightco Holdings Inc. ($ORBS) Expands its Strategic Vision into the Enterprise
Company announces new initiative to bring authentication to the enterprise, solving trust and verification at scale
Eightco will serve as the global authentication and trust layer that corporations rely on
The Company is supported by a select group of strategic and institutional investors including: BitMine (BMNR), MOZAYYX, World Foundation, Wedbush, Coinfund, Discovery Capital Management, FalconX, Kraken, Pantera, GSR, Brevan Howard and more
EASTON, PA., October 10, 2025 /PRNewswire/ — Eightco Holdings Inc. (NASDAQ: ORBS) today announced the launch of a new pilot program focused on advancing AI authentication for the enterprise. The initiative will identify and develop innovative approaches to address emerging identity and verification challenges as enterprises scale their use of AI.
Through strategic investments and partnerships, in addition to a first-of-its-kind Worldcoin treasury, Eightco is driving the development of a universal framework for digital identity and authentication.
“With trillions of dollars being invested in AI, the lack of scalable human-proof authentication has become a critical enterprise challenge,” said Dan Ives, Chairman of Eightco Holdings Inc. ($ORBS). “Over the last month, we’ve heard from many enterprise technology vendors that are seeking secure, verifiable identity solutions as they scale AI workloads and applications. Our new program will help companies analyze single sign-on capabilities and verification pathways across this expanding digital landscape. We’re excited to collaborate with tech partners tackling these challenges, as authentication and trust are the foundation of Eightco’s long-term strategic vision.”
ABOUT EIGHTCO HOLDINGS INC.
Eightco Holdings Inc. (NASDAQ: ORBS) supports and develops technology that is integral to the future of authentication, verification and Proof of Human (PoH) through its strategic investments and partnerships, including a first-of-its-kind Worldcoin treasury strategy. 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
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