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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report: (Date of Earliest Event Reported):
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
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| (Address of principal executive offices) | (Zip code) |
(Registrant’s telephone number including area code)
The Arena Group Holdings, Inc.
(Former name or former address if changed since last report)
Securities registered pursuant in Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
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)) |
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 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
Effective August 31, 2026, The Arena Group Holdings, Inc. (the “Company”) filed a Certificate of Amendment to its Certificate of Incorporation (the “Charter Amendment”) with the Secretary of State of the State of Delaware to change the name of the Company to “Paradium.AI, Inc.” (the “Name Change”). Pursuant to the General Corporation Law of the State of Delaware, no stockholder approval was required for the Charter Amendment because it only related to a name change. A copy of the Charter Amendment is attached hereto as Exhibit 3.1 and is incorporated herein by reference.
The Company’s common stock will continue to trade on NYSE American. In connection with the name change, the Company’s trading symbol on NYSE American became “PAAI”. Stockholders holding shares in book-entry form or through a bank, broker, or other nominee are not required to take any action in connection with the name change.
The name change does not affect the rights of the Company’s stockholders. No action is required by current stockholders with respect to the name change, and stock certificates reflecting the prior corporate name will continue to be valid. The CUSIP number for the Company’s common stock remains unchanged.
Item 7.01 Regulation FD Disclosure.
On September 10, 2026, the Company made available an updated investor presentation, a copy of which is furnished as Exhibit 99.1 to this Current Report on Form 8-K. A copy of the presentation is also available on the Company’s website at https://paradium.ai/.
The information furnished with this Item 7.01 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, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| 3.1 | Certificate of Amendment of Certificate of Incorporation dated effective August 31, 2026. |
| 99.1 | Corporate presentation – September 2026. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| PARADIUM.AI, INC. | ||
| Dated: September 10, 2026 | ||
| By: | /s/ Paul Edmonson | |
| Name: | Paul Edmonson | |
| Title: | Chief Executive Officer | |
Exhibit 3.1
CERTIFICATE OF AMENDMENT TO
THE AMENDED AND RESTATED
CERTIFICATE OF INCORPORATION OF
THE ARENA GROUP HOLDINGS, INC.
The Arena Group Holdings, Inc. (the “Corporation”), a corporation duly organized and validly existing pursuant to the General Corporation Law of the State of Delaware, hereby certifies as follows:
FIRST: The name of the Corporation is “The Arena Group Holdings, Inc.”
SECOND: Article I of the Corporation’s Amended and Restated Certificate of Incorporation is hereby deleted in its entirety and replaced with the following new Article I, reading in its entirety as follows:
“1. The name of the Corporation is Paradium.AI, Inc. (the “Corporation”).”
THIRD: All other provisions of the Amended and Restated Certificate of Incorporation shall remain unchanged.
FOURTH: Pursuant to Section 242 of the General Corporation Law of the State of Delaware, this amendment to the Amended and Restated Certificate of Incorporation of the Corporation has been duly adopted by the Corporation’s Board of Directors.
FIFTH: This Certificate of Amendment shall be effective on August 31, 2026.
IN WITNESS WHEREOF, the-Corporation has caused this Certificate of Amendment to the Amended and Restated Certificate of Incorporation to be duly executed by its authorized officer as of August 18, 2026.
| The Arena Group Holdings, Inc. | ||
| By: | /s/ Paul Edmonson | |
| Name: | Paul Edmondson | |
| Title: | Chief Executive Officer | |
Exhibit
99.1
