Reliance Global Group, Inc.

Listed Company

EZRACIK 0001812727NasdaqNon-AcceleratedSmaller ReportingInsurance Agents, Brokers & ServiceFloridaFY ends Dec 31

Period

FY 2025

Revenue

$12.43M

Net Income

$-6.99M

Total Assets

—

Equity

—

Shares Out

22.23M

Op. Cash Flow

$-3.09M

Business

Reliance Global Group, Inc. manages assets in the insurance market and related sectors, growing primarily through acquisitions and InsurTech development. It provides wholesale and retail insurance agency services, benefits enrollment technology, a business-to-business RELI Exchange platform, and a direct-to-consumer 5MI online insurance portal, along with quote-and-bind and client referral solutions. Its operations include an owned and operated agency network (RELI Exchange), the 5MI online agency, and acquired specialty agencies and benefits businesses such as Spetner. The company distributes insurance nationwide via its agent partner network, white‑label portals, online platforms, and carrier partnerships.

Summary from filing dated 2025-03-07

Financials

Consolidated Statement of Income

Year Ended · In millions, except per-share amounts

Concept	FY 2025 2025-12-31	FY 2024 2024-12-31	FY 2023 2023-12-31	FY 2022 2022-12-31	FY 2021 2021-12-31
Total revenue	12	14	14	12	10
Commission expense	5	4	4	3	2
Salaries and wages	10	7	8	8	5
General and administrative expenses	5	4	4	5	4
Marketing and advertising expenses	278,399	357,697	364,974	170,311	325,838
Change in estimated acquisition earn-out payables	—	47,761	2	524	—
Depreciation and amortization	1	2	3	3	2
Asset impairments	—	4	—	—	—
Total operating expenses	21	22	28	18	13
Loss from operations	−9	−8	−14	−7	−3
Other income (expense), net	−54,898	51,345	6,530	−4,341	—
Recognition and change in fair value of warrant liabilities	—	156,000	6	29	−18
Gain on sale of business	3	—	—	—	—
Unrealized and realized losses on digital assets, net	−59,505	—	—	—	—
Total other (expense) income	2	−1	4	28	−18
Net loss before tax	−7	−9	—	—	—
Income tax expense (benefit)	—	—	—	—	—
Net loss	−7	−9	−12	6	−21
Basic loss per share	−1.28	−9.01	−87.7	−0.42	−31.34
Diluted loss per share	−1.28	−9.01	−87.7	−0.42	—
Weighted average number of shares outstanding Basic	5	1	165,899	1	673,137
Weighted average number of shares outstanding Diluted	5	1	165,899	1	—

Consolidated Balance Sheet

As of · In millions, except per-share amounts

Concept	FY 2025 2025-12-31	FY 2024 2024-12-31	FY 2023 2023-12-31	FY 2022 2022-12-31	FY 2021 2021-12-31
Cash	1	372,695	1	505,410	4
Restricted cash	1	1	1	1	484,542
Other receivables	23,526	42,184	899	11,464	—
Prepaid expense and other current assets	766,985	681,450	333,756	245,535	2
Total current assets	4	4	4	3	8
Property and equipment, net	77,196	133,908	139,999	162,767	130,359
Right-of-use assets	897,610	1	739,830	1	1
Intangibles, net	3	5	11	13	7
Goodwill	5	7	7	14	10
Digital assets, fair value	108,913	—	—	—	—
Other non-current assets	18,492	21,792	20,292	23,284	16,792
Total assets	14	17	23	38	28
Accounts payable and other accrued liabilities	653,293	1	835,483	951,382	3
Short term financing agreements	59,000	59,000	56,000	154,000	—
Other payables	83,263	38,814	7,414	101,113	81,500
Current portion of long-term debt	1	2	—	—	—
Operating lease liability, current portion	276,470	244,057	285,171	339,937	276,009
Total current liabilities	2	4	3	8	45
Long term debt, less current portion	4	9	11	12	7
Operating lease liability, less current portion	661,211	847,293	484,335	714,068	805,326
Warrant liabilities	—	326	—	—	—
Total liabilities	7	14	16	30	54
Preferred stock, $0.086 par value; 750,000,000 shares authorized and 0 issued and outstanding as of December 31, 2025 and December 31, 2024, respectively	—	—	—	—	—
Common stock, $0.086 par value; 2,000,000,000 shares authorized and 10,644,124 and 2,250,210 issued and outstanding as of December 31, 2025 and December 31, 2024, respectively	915,394	193,484	24,089	104,883	62,815
Additional paid-in capital	61	51	46	36	27
Accumulated deficit	−55	−48	−39	−27	−33
Total stockholders equity	6	3	7	9	−26
Total liabilities and stockholders equity	14	17	23	38	28

Consolidated Statement of Cash Flows

Year Ended · In millions, except per-share amounts

Concept	FY 2025 2025-12-31	FY 2024 2024-12-31	FY 2023 2023-12-31	FY 2022 2022-12-31	FY 2021 2021-12-31
Depreciation and amortization	1	2	3	3	2
Amortization of debt issuance costs and accretion of debt discount	30,695	39,965	46,883	41,875	22,822
Non-cash lease expense	4,118	8,746	−5,377	—	—
Equity based compensation expense	5	533,631	875,106	1	749,127
Equity based payments to third parties	880,539	324,477	397,049	—	—
Gain on sale of business	−3	—	—	—	—
Change in fair value of digital assets (unrealized loss)	17,455	—	—	—	—
Recognition and change in fair value of warrant liability	—	−156,000	−6	−29	—
Earn-out fair value and write-off adjustments	—	47,761	2	524	−359,470
Accounts receivable	515,098	−161,450	−304,542	123,096	−162,234
Accounts receivable, related parties	4,300	−1,209	11,689	−11,161	−7,131
Other receivables	−2,440	−41,286	10,565	−11,464	1,952
Prepaid expense and other current assets	−114,487	−127,739	104,590	3	−144,036
Other non-current assets	3,300	−1,500	2,992	−6,492	−14,992
Accounts payables and other accrued liabilities	−465,901	351,486	−48,266	−2	−531,123
Other payables	44,126	31,400	−93,699	269,613	19,000
Net cash used in operating activities	−3	−3	−847,970	−3	−2
Purchase of property and equipment	−15,901	−24,257	−22,864	−61,454	−71,108
Purchase of intangibles	−26,788	−58,971	−166,947	−740,922	−619,666
Sale of business, net of cash sold	5	—	—	—	—
Sales of digital assets	206,302	—	—	—	—
Purchases of digital assets	−332,671	—	—	—	—
Net cash provided from (used in) investing activities	5	−83,228	710,189	−25	−2
Principal repayments of debt	−6	−1	−1	−875,010	—
Proceeds from short term financings	192,360	199,948	241,975	—	—
Principal repayments of short term financings	−192,247	−197,316	−322,095	−310,383	—
Proceeds from loans payable, related parties	1	—	—	2	2,931
Payments of loans payable, related parties	−1	−661,253	−1	−184,252	−515,685
Proceeds from common shares issued through an at the market offering	2	4	—	—	—
Proceeds from common shares issued through an equity line of credit	822,774	—	—	—	—
Private Placement of shares and warrants	2	—	3	18	—
Cash dividends paid	−388,379	—	—	—	—
Net cash (used in) provided by financing activities	−1	2	966,923	25	9
Net increase in cash and restricted cash	933,665	−941,217	829,142	−3	4
Cash paid for interest	946,211	2	2	863,936	456,482
Common shares issued for earnout liabilities	—	17,628	3	—	—
Common shares issued for Series B warrants	—	112,666	660,510	8,000	—
Common stock issued for pre-paid assets	398,450	—	192,811	—	—
Common shares issued for an acquisition prepayment	—	329,432	—	—	—
Lease assets acquired in exchange for lease liabilities	498,438	489,634	156,542	310,146	861,443

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