UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 1221, 2025 (August 618, 2025)

EDUCATIONAL DEVELOPMENT CORPORATION

(Exact name of registrant as specified in its charter)

Delaware		000-04957		73-0750007
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S Employer Identification No.)

5402 S 122nd E Avenue, Tulsa, Oklahoma 74146

(Address of principal executive offices and Zip Code)

(918) 622-4522

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Common Stock, $.20 par value		EDUC		NASDAQ
(Title of class)		(Trading symbol)		(Name of each exchange on which registered)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

ITEM 1.01 ENTRY INTO A MATERIAL ~~DEFINITIVE~~ AGREEMENT

On August 1218, 2025, Educational Development Corporation (“EDC”, the “Company”) ~~executed~~or ~~the Ninth Amendment (~~“~~Amendment~~Seller”) toexecuted a ~~the~~Commercial ~~Existing~~Real ~~Credit~~Estate ~~Agreement~~Sale Contract (“~~Amendment~~Contract”) with ~~BOKF,~~a NABuyer (for the ~~“Lender”).~~Company’s ~~The~~headquarters ~~Amendment,~~and ~~effective~~distribution ~~July~~warehouse located ~~11,~~at ~~2025,~~5400-5402 ~~extends~~South ~~the~~122nd ~~maturity~~East ~~date~~Avenue, ofTulsa, ~~the~~Oklahoma ~~Revolving~~74146 ~~Loan~~(the to“Hilti ~~September 19, 2025~~Complex”).

The agreed ~~foregoing~~upon ~~description~~sale price of the ~~Amendment~~Hilti isComplex per the executed Contract totaled $32,500,000. The proceeds from the sale will be utilized ~~not~~to ~~complete~~pay off the Term Loans and isRevolving ~~qualified~~Loan outstanding in ~~all~~the ~~respects~~Credit ~~subject~~Agreement towith the ~~actual~~Company’s ~~provisions~~Bank. ofAt closing, EDC will assign the ~~Amendment,~~existing third-party tenant leases to the Buyer and will execute a ~~copy~~separate Triple-Net Lease (the “Lease”) for its occupied space in the Hilti Complex. The Agreement provides the buyer with an initial due diligence period of 45 days to complete inspections after which ~~have~~the ~~been~~earnest ~~filed~~money asin ~~Exhibits 10~~the agreement becomes non-refundable.~~01,~~ ~~and~~The isBuyer ~~incorporated~~will bythen ~~reference~~have ~~herein~~45 days to complete the purchase.

~~ITEM~~The terms 9of the lease will be 10 years, and the initial lease rate will be $8.0100 ~~FINANCIAL~~per ~~STATEMENTS~~square ~~AND~~foot, ~~EXHIBITS~~with 2.5% annual escalations. The Seller will also have two five-year renewal and extension options with 2.5% increases annually in the base rental rate of the preceding year. The Lease will also include triple-net terms, where the Seller and other tenants will be responsible for utilities, insurance, property taxes, and regular maintenance..

~~(d)~~The foregoing ~~EXHIBITS~~descriptions are a summary of the material terms of the Contract and are not complete. These descriptions are qualified in all respects subject to the actual provisions of the sale Contract and Lease with the Buyer.

Exhibit Number		Description
10.01		Ninth Amendment to the Credit Agreement executed August 6, 2025 by and between the Company and BOKF, NA, Tulsa, OK
99.1		Press Release dated August 12, 2025
104		Cover Page Interactive Data File (formatted as Inline XBRL)

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

1(d) EXHIBITS

SIGNATURE

Exhibit Number		Description
99.1		Press Release dated August 21, 2025
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

~~Pursuant to the requirements of the Exchange Act, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.~~1

~~Educational Development Corporation By: /s/ Craig M. White Craig M. White President and Chief Executive Officer~~SIGNATURE

~~Date: August~~Pursuant 12to the requirements of the Exchange Act, ~~2025~~the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Educational Development Corporation

By:	/s/ Craig M. White
	Craig M. White
	President and Chief Executive Officer

Date:	August 21, 2025

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