Entry into a Material Definitive Agreement. On August 7, 2026, The OLB Group, Inc. (the “Company”) entered into an Equity Distribution Agreement (the “Sales Agreement”) with Maxim Group LLC (“Maxim”) providing for the sale and issuance by the Company of shares of its common stock, par value $0.0001 per share (the “Shares”), from time to time, through or to Maxim as the Company’s sales agent or principal in an “at the market offering” program and as set forth in the Sales Agreement (the “ATM O…

The Pre-Funded Warrants, Warrants, Pre-Funded Warrant Shares and Warrant Shares are being sold and issued without registration under the Securities Act of 1933, as amended (the “Securities Act”), in reliance on the exemptions provided by Section 4(a)(2) of the Securities Act as a transaction not involving a public offering and Rule 506 promulgated under the Securities Act as sales to an accredited investor, and in reliance on similar exemptions under applicable state laws.

Entry into a Material Definitive Agreement On February 18, 2026, The OLB Group, Inc. (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with an institutional investor (the “Purchaser”) pursuant to which the Company agreed to sell and issue, in a private placement offering, (i) pre-funded warrants (the “Pre-Funded Warrants”) to purchase up to 2,857,142 shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”) (the shares of Comm…

Notice of Delisting or Failure To Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On January 29, 2026, The OLB Group, Inc. (“we”, “us” or “our”) received written notice from the Listing Qualifications Department of The NASDAQ Stock Market LLC (“NASDAQ”) notifying us that, for a period of 30 consecutive business days, we failed to maintain a minimum closing bid price of $1.00 as required for continued listing on the NASDAQ Capital Market pursuant to NASDAQ Listing Rule 5550(…

Regulation FD Disclosure. On February 3, 2026, The OLB Group, Inc. (“we”, “us” or “our”) issued a press release announcing an update on the spin-off of the Company’s subsidiary DMint, Inc. The press release is being furnished as Exhibit 99.1 to this report. Statements that are not historical fact may be considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are not statements of historical facts, but rather…

Entry into a Material Definitive Agreement On January 22, 2026, The OLB Group, Inc. (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with certain institutional investors (the “Purchasers”) pursuant to which the Company agreed to sell and issue, in a registered direct offering, an aggregate of 2,166,666 shares (the “Shares”) of the Company’s common stock, par value $0.0001 per share (“Common Stock”), and, in a concurrent private placement, warrants (the “…

The Warrants and Warrant Shares are being sold and issued without registration under the Securities Act of 1933, as amended (the “Securities Act”), in reliance on the exemptions provided by Section 4(a)(2) of the Securities Act as a transaction not involving a public offering and Rule 506 promulgated under the Securities Act as sales to accredited investors, and in reliance on similar exemptions under applicable state laws.

Change in Registrant’s Certifying Accountant On July 15, 2024, the Audit Committee (the “Committee”) of the Board of Directors (the “Board”) of The OLB Group, Inc. (the “Company”) decided to not engage Mac Accounting Group & CPAs, LLP (“MAC”), the Company’s independent registered public accounting firm, for the Company’s audit and therefore dismissed the firm effective immediately. During the fiscal year ended December 31, 2023, MAC’s audit reports on the Company's financial statements did no…

Notice of Delisting or Failure To Satisfy a Continued Listing Rule or Standard; Transfer of Listing. Reference is made to that certain Current Report on Form 8-K filed by The OLB Group, Inc. (the “Company”) on May 19, 2023 with the Securities and Exchange Commission disclosing that the Company had received a letter from the staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Company was not in compliance with certain of the continued listing rules of Nasdaq. Spec…

Entry into a Material Definitive Agreement. On February 16, 2024, The OLB Group, Inc. (the “Company”) entered into an Equity Distribution Agreement (the “Agreement”) with Maxim Group LLC (“Maxim”) to create an at-the-market equity program. Under the Agreement, the Company may offer and sell its common stock, par value $0.0001 per share, from time to time having an aggregate offering amount of up to $15,000,000 (the “Shares”) during the term of the Agreement through Maxim, as sales agent (the…

Entry into a Material Definitive Agreement On June 15, 2023, The OLB Group, Inc. (“we,” “us,” “our,” and the “Company”) entered into a Membership Interest Purchase Agreement (the “Agreement”) dated as of June 15, 2023 with SDI Black 001, LLC (“Seller”) whereby it acquired 80.01% of the membership interests of Cuentas SDI, LLC, a Florida limited liability company (the “LLC”) for a purchase price of $850,000.00. The Agreement contains a restrictive covenant whereby for a period of three (3) yea…

Notice of Delisting or Failure To Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On May 16, 2023, The OLB Group, Inc. (“we”, “us” or “our”) received written notice from the Listing Qualifications Department of The NASDAQ Stock Market LLC (“NASDAQ”) notifying us that, for a period of 30 consecutive business days, we failed to maintain a minimum closing bid price of $1.00 as required for continued listing on the NASDAQ Capital Market pursuant to NASDAQ Listing Rule 5550(a)(2…

Results of Operations and Financial Condition. On March 30, 2023, The OLB Group, Inc. (the “Company”) issued a press release announcing the financial results and operational highlights for the fiscal year ended December 31, 2022. A copy of the press release is furnished as Exhibit 99.1 to this current report on Form 8-K.

Change in Registrant’s Certifying Accountant On March 13, 2023, The OLB Group, Inc. (the “ Company ”) was informed by Daszkal Bolton LLP (“Daszkal”), the Company’s independent registered public accounting firm, that it had completed a business combination agreement with CohnReznick LLP. Effective March 30, 2023 when the Company’s annual report on Form 10-K was filed, Daszkal ceased being our registered public accounting firm. During the fiscal years ended December 31, 2021 and 2022, Daszkal’s…

Notice of Delisting or Failure To Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On December 15, 2022, The OLB Group, Inc. (“we”, “us” or “our”) received written notice from the Listing Qualifications Department of The NASDAQ Stock Market LLC (“NASDAQ”) notifying us that, for a period of 30 consecutive business days, we failed to maintain a minimum closing bid price of $1.00 as required for continued listing on the NASDAQ Capital Market pursuant to NASDAQ Listing Rule 5550…

Other Events. On December 21, 2022, The OLB Group, Inc. (the “Company”) furnished a press release announcing purchases by Ronny Yakov, President and CEO, and Patrick Smith, Vice President – Finance of an aggregage of 114,123 shares of the Company’s common stock, $0.0001 par value (“Common Stock”) in open market purchases and the completion of share repurchases by the Company of 116,172 shares of Common Stock. The forgoing description of the Press Release does not purport to be complete and is…

Notice of Delisting or Failure To Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On December 15, 2022, The OLB Group, Inc. (“we”, “us” or “our”) received written notice from the Listing Qualifications Department of The NASDAQ Stock Market LLC (“NASDAQ”) notifying us that, for a period of 30 consecutive business days, we failed to maintain a minimum closing bid price of $1.00 as required for continued listing on the NASDAQ Capital Market pursuant to NASDAQ Listing Rule 5550…

Entry into a Material Definitive Agreement. On August 16, 2022, DMINT Real Estate Holdings, Inc. (“DREH”), a wholly owned subsidiary of DMINT, Inc., a wholly owned subsidiary of the Company (“DMINT”) which is a wholly owned subsidiary of The OLB Group, Inc. (the “Company”) entered into a Contract for Sale of Realty (the “Contract”) related to the purchase of property. DREH closed the purchase of 4.73 acres of land and a building located at 565 Industrial Park Drive, Selmer, McNairy County, Te…

Entry into a Material Definitive Agreement. On August 12, 2022, The OLB Group, Inc. (the “Company”) executed a Services Agreement dated August 3, 2022 (the “Agreement”) in New York, New York to rent office space and receive communication services for its corporate headquarters. The office is located at 1120 Avenue of the Americas, 4 th Floor, New York, NY 10036. The monthly services fee is $2,765.00 with a communications fee of $100 per month. Per the terms of the Agreement, the fees for the…

Other Events. On July 12, 2022, the Board authorized a share repurchase program, pursuant to which the Company may repurchase up to 1 million shares of its outstanding shares of common stock. The Board authorized the Company to purchase its common stock from time to time on a discretionary basis through open market purchases, privately negotiated transactions or other means, including trading plans intended to qualify under Rule 10b5-1 of the Exchange Act, in accordance with applicable federa…

Regulation FD. On July 13, 2022, The OLB Group, Inc. (the “Company”) issued a press release announcing that the Company’s Board of Directors (the “Board”) has authorized a share repurchase program, pursuant to which the Company may repurchase up to 1 million shares of its outstanding shares of common stock. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K. The information included in this Item 7.01, including Exhibit 99.1, shall not be deemed to be “f…

Other Events. On February 2, 2022, The OLB Group, Inc. (the “Company”) announced that the Company's merchant services transaction annual volume run rate has reached $1.35 Billion in transaction volume as a result of 28.5 million transactions. Further, the Company also announced that its eCommerce merchant services business is tracking at an annual revenue run rate exceeding $36 Million. Since the acquisition of the CBD merchant portfolio from FFS Data Corporation on November 24, 2021, the Com…

Chief Executive Officer — Ronny Yakov: Mr. Ronny Yakov's role as CEO was maintained with increased compensation and benefits.

Entry into a Material Definitive Agreement. On January 11, 2022, The OLB Group, Inc. (the “Company”) announced that DMINT, Inc. (“DMINT”), a wholly owned subsidiary, had entered into two leases (the “Leases”) in Bradford, Pennsylvania relating to a combined 10,000 square feet of property located at the Bradford Regional Airport Authority multi-tenant building in Lafayette Township. Located in an industrial park adjacent to the Bradford Regional Airport in Bradford, Pennsylvania to eliminate p…

Entry into a Material Definitive Agreement. On January 3, 2022, The OLB Group, Inc. (“we,” “us,” “our,” and the “Company”) entered into and closed a share exchange agreement (“Agreement”) between the Company and all of the shareholders of Crowd Ignition, Inc. (“Crowd Ignition”) whereby the Company purchased 100% of the equity of Crowd Ignition in exchange for 1,318,408 shares of the common stock, par value $0.0001 of the Company (the “Shares”). The value of the Shares was, for purposes of the…