Marygold Companies, Inc.

This Current Report on Form 8-K contains forward-looking statements within the meaning of the federal securities laws. Forward-looking statements include, among other things, statements regarding the proposed Merger and the other transactions contemplated by the Merger Agreement; the expected timing of the closing of the Merger, including the expectation that the Merger will close during the first half of 2027 or earlier; the satisfaction or waiver of closing conditions; the receipt of regulatory approvals and other consents; the preparation, filing, review, amendment, supplement and dissemination of the information statement and any other transaction-related filings; the anticipated benefits of the Merger; and the anticipated delisting of the Company Common Stock from the NYSE American LLC and deregistration of the Company’s common stock under the Exchange Act following consummation of the Merger. These statements generally are identified by words such as “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate,” “could,” “may,” “will,” “should,” and similar expressions, although not all forward-looking statements contain these words. Forward-looking statements are based on current expectations and are subject to risks and uncertainties, including the failure to obtain required approvals or consents; the failure to satisfy or waive the conditions to closing; the failure to consummate the Merger on the anticipated terms or timeline, or at all; the possibility that the information statement or other transaction-related filing may not be filed, disseminated or effective as anticipated; the occurrence of events that could give rise to termination of the Merger Agreement; the possibility of litigation relating to the Merger; and other risks and uncertainties described in the risk factors and other cautionary statements contained in the Company’s filings with the SEC, including its Annual Report on Form 10-K, subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, and in the information statement or other transaction-related filings when filed. Actual results may differ materially from those expressed or implied by these forward-looking statements. The forward-looking statements speak only as of the date made, and the Company undertakes no obligation to update or revise any forward-looking statements, except as may be required by applicable law.

Item 9.01 Financial Statements and Exhibits.

• Schedules have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The Company agrees to furnish supplementally to the SEC a copy of any omitted schedule upon request.