Reliance Global Group, Inc.
For the period ended Mar 23, 2026. Filed Mar 23, 2026.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Mar 23, 2026 · Filed Mar 23, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934 (Amendment No. __)
| Filed by the Registrant | ☒ |
|---|---|
| Filed by a Party other than the Registrant | ☐ |
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
|---|---|
| ☐ | Confidential, for Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) |
| ☒ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Solicitation Material Pursuant to §240.14a-12 |
(Name of Registrant as Specified in its Charter)
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
Payment of Filing Fee (Check the appropriate box):
| ☒ | No fee required. |
|---|---|
| ☐ | Fee paid previously with preliminary materials. |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 |
300 Blvd. of the Americas, Suite 105
Lakewood, New Jersey 08701
NOTICE OF ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON MAY 6, 2026
To the Stockholders of Reliance Global Group, Inc.:
You are cordially invited to attend the 2026 Annual General Meeting of Stockholders (the “Annual Meeting”) of Reliance Global Group (the “Company”) to be held on a virtual basis on May 6, 2026 at 1:00 p.m. Eastern Time, for the following purposes:
THE BOARD UNANIMOUSLY RECOMMENDS THAT YOU VOTE “FOR” EACH OF THE PROPOSALS.
The Board has fixed the close of business on March 5, 2026, as the record date (the “Record Date”) for the determination of stockholders entitled to notice of, and to vote at, the Annual Meeting or any postponement or adjournment thereof. Accordingly, only stockholders of record at the close of business on the Record Date are entitled to notice of, and shall be entitled to vote at, the Annual Meeting or any postponement or adjournment thereof.
Stockholders will vote on the following matters at the 2026 Annual Meeting:
| (1) | To elect the five nominees for director named herein to our Board of Directors, each to serve a one-year term expiring at the 2027 Annual Meeting of Stockholders and until such director’s successor is duly elected and qualified. |
| (2) | To ratify the appointment of Urish Popeck & Co., LLC as our independent registered public accounting firm for our fiscal year ending on December 31, 2026. |
| (3) | To approve an amendment of our 2025 Equity Incentive Plan (the “2025 Plan”) to increase the number of shares of common stock available for issuance under the 2025 Plan. |
| (4) | To approve the issuance of shares of common stock, for purposes of Nasdaq Listing Rule 5635(d), pursuant to that certain Purchase Agreement dated as of August 26, 2025, as amended, establishing an equity line of credit. |
| (5) | To transact such other business as may properly come before the 2026 Annual Meeting or any adjournments or postponements thereof. |
Your vote is important. You are requested to carefully read the Proxy Statement and accompanying Notice of Annual Meeting for a more complete statement of matters to be considered at the Annual Meeting.
Sincerely yours,
/s/ Ezra Beyman
Ezra Beyman
Chairman of the Board and Chief Executive Officer
Reliance Global Group, Inc.
IMPORTANT
WHETHER OR NOT YOU EXPECT TO ATTEND THE ANNUAL MEETING, PLEASE READ THE PROXY STATEMENT AND PROMPTLY VOTE YOUR PROXY VIA THE INTERNET, BY TELEPHONE OR, IF YOU RECEIVED A PRINTED FORM OF PROXY IN THE MAIL, BY COMPLETING, DATING, SIGNING AND RETURNING THE ENCLOSED PROXYIN ORDER TO ASSURE REPRESENTATION OF YOUR SHARES AT THE ANNUAL MEETING. YOUR PROXY, GIVEN THROUGH THE RETURN OF THE PROXY CARD, MAY BE REVOKED PRIOR TO ITS EXERCISE BY FILING WITH OUR CORPORATE SECRETARY PRIOR TO THE ANNUAL MEETING A WRITTEN NOTICE OF REVOCATION OR A DULY EXECUTED PROXY BEARING A LATER DATE, OR BY ATTENDING THE ANNUAL MEETING AND VOTING.
IF YOU HAVE ALREADY VOTED OR DELIVERED YOUR PROXY FOR THE ANNUAL MEETING, YOUR VOTE WILL BE COUNTED, AND YOU DO NOT HAVE TO VOTE YOUR SHARES AGAIN. IF YOU WISH TO CHANGE YOUR VOTE, YOU SHOULD REVOTE YOUR SHARES.
THE PROXY STATEMENT AND OUR FORM OF PROXY CARD ARE BEING MAILED TO STOCKHOLDERS ON OR ABOUT MARCH 23, 2026.
300 Blvd. of the Americas, Suite 105
Lakewood, New Jersey 08701
NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
To be held on May 6, 2026
This proxy statement is furnished in connection with the solicitation of proxies by the Board of Directors (the “Board”) of Reliance Global Group, Inc. (the “Company”) for use at the Annual Meeting of Stockholders of the Company and at all adjournments and postponements thereof (the “Annual Meeting”). The Annual Meeting will be held at 1:00 p.m. Eastern Time on May 6, 2026, virtually for the following purposes:
| (1) | To elect the five nominees for director named herein to our Board of Directors, each to serve a one-year term expiring at the 2027 Annual Meeting of Stockholders and until such director’s successor is duly elected and qualified. |
| (2) | To ratify the appointment of Urish Popeck & Co., LLC as our independent registered public accounting firm for our fiscal year ending on December 31, 2026. |
| (3) | To approve an amendment of our 2025 Equity Incentive Plan to increase the number of shares of common stock available for issuance under the 2025 Equity Incentive Plan. |
| (4) | To approve the issuance of shares of common stock, for purposes of Nasdaq Listing Rule 5635(d), pursuant to that certain Purchase Agreement dated as of August 26, 2025, as amended, establishing an equity line of credit. |
| (5) | To transact such other business as may properly come before the 2026 Annual Meeting or any adjournments or postponements of the 2026 Annual Meeting. |
THE BOARD UNANIMOUSLY RECOMMENDS THAT YOU VOTEFOR EACH OF THE PROPOSALS.
Stockholders of record of our Common Stock at the close of business on March 5, 2026 (the “Record Date”) will be entitled to notice of, and are cordially invited to, attend the Annual Meeting and to attend any adjournment or postponement thereof.**However, to assure your representation at the Annual Meeting, please vote your proxy via the internet, by telephone, or by completing, dating, signing and returning the enclosed proxy.**Whether or not you expect to attend the Annual Meeting, please read the proxy statement and then promptly vote your proxy in order to ensure your representation at the Annual Meeting.
You may cast your vote before the Annual Meeting by visiting https://www.proxyvote.com or scan the QR Barcodein the enclosed proxy card. Use the Internet to transmit your voting instructions and for electronic delivery of information. Vote by 11:59 p.m. Eastern Time on May 5, 2026. Have your proxy card in hand when you access the web site and follow the instructions to obtain your records and to create an electronic voting instruction form.
You may cast your vote during the meeting by visiting*https://*www.virtualshareholdermeeting.com/EZRA2026 or by calling 1-800-690-6903. You may also have access to the materials for the Annual Meeting by visiting the website:https://www.proxyvote.com.You will need to use the control number appearing on your proxy card to vote prior to or at the Annual Meeting.
Each share of Common Stock entitles the holder thereof to one vote. A complete list of stockholders of record entitled to vote at the Annual Meeting will be available for ten days before the Annual Meeting at the principal executive office of the Company for inspection by stockholders during ordinary business hours for any purpose germane to the Annual Meeting.
You are urged to review carefully the information contained in the enclosed proxy statement prior to deciding how to vote your shares.
This notice and the attached proxy statement are first being mailed to stockholders on or about March 23, 2026.
BY ORDER OF THE BOARD OF DIRECTORS,
/s/ Ezra Beyman
Ezra Beyman
Chairman of the Board
Reliance Global Group, Inc.
IF YOU RETURN YOUR PROXY CARD WITHOUT AN INDICATION OF HOW YOU WISH TO VOTE, YOUR SHARES WILL BE VOTED IN FAVOR OF EACH OF THE PROPOSALS.
TABLE OF CONTENTS
| Page | |
|---|---|
| QUESTIONS AND ANSWERS ABOUT THESE PROXY MATERIALS | 1 |
| THE ANNUAL MEETING | 5 |
| PROPOSAL 1 – THE DIRECTOR ELECTION PROPOSAL | 6 |
| PROPOSAL 2 – THE AUDITOR RATIFICATION PROPOSAL | 8 |
| PROPOSAL 3 – THE INCREASE IN AUTHORIZED SHARES TO 2025 EQUITY INCENTIVE PLAN PROPOSAL | 10 |
| PROPOSAL 4 – THE NASDAQ LISTING RULE 5635(D) PROPOSAL | 11 |
| PROPOSAL 5 – THE ADJOURNMENT PROPOSAL | 13 |
| OTHER INFORMATION | 27 |
| Exhibit A –Amendment to the 2025 Equity Incentive Plan | A-1 |
PROXY STATEMENT
ANNUAL MEETING OF STOCKHOLDERS
to be held virtually at 1:00 p.m. Eastern Time on May 6, 2026
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.