RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On October 8, 2026, we issued a press release announcing sales at nightclubs and sports bar-restaurants for the fourth fiscal quarter ended September 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this current report on Form 8-K. This information shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under…

CEO — Travis Reese: The filing formalizes the employment agreement for the Interim CEO, confirming his continued leadership rather than a departure.

RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On August 6, 2026, we issued a press release announcing results for the fiscal quarter ended June 30, 2026, and the filing of our quarterly report on Form 10-Q for that quarter. Also on August 6, 2026, we will hold a conference call to discuss these results and related matters. A copy of the press release is furnished as Exhibit 99.1 to this current report on Form 8-K. This information shall not be deemed “filed” for the purposes of Section 18 of…

RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On July 9, 2026, we issued a press release announcing sales at nightclubs and sports bar-restaurants for the third fiscal quarter ended June 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this current report on Form 8-K. This information shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Secu…

RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On May 28, 2026, we issued a press release announcing results for the fiscal quarter ended March 31, 2026, and the filing of our quarterly report on Form 10-Q for that quarter. A copy of the press release is furnished as Exhibit 99.1 to this current report on Form 8-K. This information shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in…

NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE OR STANDARD; TRANSFER OF LISTING. On May 20, 2026, RCI Hospitality Holdings, Inc. (“we,” “us” and the “Company”) received a written notice (the “Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”) indicating that we are not in compliance with Listing Rule 5250(c)(1) because we have not yet filed our Quarterly Report on Form 10-Q for the quarter ended March 31, 2026 (the “Form 10-Q”). Under…

RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On May 7, 2026, we issued a press release announcing results for the fiscal quarter ended December 31, 2025, and the filing of our quarterly report on Form 10-Q for that quarter. Also on May 7, 2026, we will hold a conference call to discuss these results and related matters. A copy of the press release is furnished as Exhibit 99.1 to this current report on Form 8-K. This information shall not be deemed “filed” for the purposes of Section 18 of t…

contains forward-looking statements within the meaning of U.S. Private Securities Litigation Reform Act of 1995, including, without limitation, statements regarding the extent and potential impact of the cybersecurity incident, the means by which the unauthorized third-party accessed the internal IT system, the nature of data that may have been copied, the notification of affected parties and applicable regulatory agencies, the potential effect on our financial condition and results of operat…

RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On April 9, 2026, we issued a press release announcing sales at nightclubs and sports bar-restaurants for the second fiscal quarter ended March 31, 2026. A copy of the press release is furnished as Exhibit 99.1 to this current report on Form 8-K. This information shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the S…

Interim Chief Financial Officer — Albert Molina: An employment agreement was entered into with the Interim Chief Financial Officer.

RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On March 19, 2026, we issued a press release announcing results for the fiscal quarter and year ended September 30, 2025, and the filing of our annual report on Form 10-K for the fiscal year ended September 30, 2025. Also on March 19, 2026, we will hold a conference call to discuss these results and related matters. A copy of the press release is furnished as Exhibit 99.1 to this current report on Form 8-K. This information shall not be deemed “f…

NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE OR STANDARD; TRANSFER OF LISTING. On February 18, 2026, RCI Hospitality Holdings, Inc. (“we,” “us” and the “Company”) received a written notice (the “Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”) indicating that we are not in compliance with Listing Rule 5250(c)(1) because we have failed to file our Quarterly Report on Form 10-Q for the fiscal quarter ended December 31, 2025 (the “Fo…

NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE OR STANDARD; TRANSFER OF LISTING. On January 30, 2026, RCI Hospitality Holdings, Inc. (“we,” “us” and the “Company”) received a written notice (the “Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”) indicating that we are not in compliance with Listing Rule 5250(c)(1) because we have failed to file our Annual Report on Form 10-K for the fiscal year ended September 30, 2025 (the “Form 10-…

RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On January 13, 2026, we issued a press release announcing sales at nightclubs and restaurants for the first fiscal quarter ended December 31, 2025, along with other updates. A copy of the press release is furnished as Exhibit 99.1 to this current report on Form 8-K. This information shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in an…

RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On December 15, 2025, we issued a press release announcing certain results for the fiscal year and quarter ended September 30, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. This information shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933…

President and Chief Executive Officer, Chief Financial Officer — Eric Langan and Bradley Chhay: Eric Langan and Bradley Chhay stepped down from their positions as President and CEO, CFO respectively, with Travis Reese and Albert Molina appointed as Interim leaders.

ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. On November 21, 2025, RCI Hospitality Holdings, Inc. (“we,” “us” and “our”) entered into a Stock Repurchase Agreement (the “Purchase Agreement”) with ADW Capital Partners, L.P., a Delaware limited partnership (the “Seller”), ADW Capital Management, LLC, a Delaware limited liability company (“ADWLLC”), and Adam D. Wyden, an individual (“Wyden”). ADWLLC is the general partner and the investment manager of Seller, and Wyden is the sole manager of ADWLL…

CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT. Reference is made to the disclosure regarding the Promissory Note, as set forth above under

RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On October 9, 2025, we issued a press release announcing sales at nightclubs and restaurants for the fourth fiscal quarter ended September 30, 2025, and other development updates. A copy of the press release is furnished as Exhibit 99.1 to this current report on Form 8-K. This information shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference…

CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT. Reference is made to the disclosure set forth above under

TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT. Reference is made to the disclosure set forth above under

ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. On October 1, 2025, RCI Hospitality Holdings, Inc. (“we,” “us” and “our”) entered into certain debt modification transactions with certain holders of our 12% unsecured promissory notes and concurrently issued new 12% unsecured promissory notes to new investors. Specifically, seven investors holding a total principal amount of $2,800,000 in unsecured promissory notes agreed to extend the maturity dates of such notes, and two investors holding a total…

RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On August 11, 2025, we issued a press release announcing results for the fiscal quarter ended June 30, 2025, and the filing of our quarterly report on Form 10-Q for that quarter. Also on August 11, 2025, we will hold a conference call to discuss these results and related matters. A copy of the press release is furnished as Exhibit 99.1 to this current report on Form 8-K. This information shall not be deemed “filed” for the purposes of Section 18…

RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On July 10, 2025, we issued a press release announcing sales at nightclubs and restaurants for the third fiscal quarter ended June 30, 2025. A copy of the press release is furnished as Exhibit 99.1 to this current report on Form 8-K. This information shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act…

RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On May 12, 2025, we issued a press release announcing results for the fiscal quarter ended March 31, 2025, and the filing of our quarterly report on Form 10-Q for that quarter. Also on May 12, 2025, we will hold a conference call to discuss these results and related matters. A copy of the press release is furnished as Exhibit 99.1 to this current report on Form 8-K. This information shall not be deemed “filed” for the purposes of Section 18 of th…