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): ~~February~~March 1825, 2026

JAKKS PACIFIC, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-35448	95-4527222
(State or other jurisdiction	(Commission File Number)	(IRS Employer
of incorporation)		Identification No.)

2951 28th Street, Santa Monica, California		90405
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (424) 268-9444

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

Title of each class		Trading Symbol		Name of each exchange on which registered
Common Stock, $.001 par value		JAKK		NASDAQ Global Select Market

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:

☐	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))

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 2 5.02. ~~Results~~Departure of ~~Operations~~Directors ~~and~~or ~~Financial~~Principal ~~Condition~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

~~On February~~Employment ~~19,~~agreements ~~2026,~~for weStephen ~~issued~~G. aBerman, ~~press~~our ~~release~~President and ~~announcing~~Chief ~~our~~Executive ~~fourth~~Officer, ~~quarter~~ and ~~full-year results~~ for ~~2025~~John L. ~~Following~~Kimble, ~~the~~our ~~issuance~~Chief ofFinancial ~~the press~~Officer, ~~release~~provide, oninter ~~February 19~~alia, ~~2026~~that atfor ~~5:00~~fiscal ~~p.m.~~year ~~ET / 2:00 p.m. PT~~2026, wetheir respective ~~will~~Annual ~~host~~Performance aBonuses ~~teleconference~~(as ~~and~~such ~~webcast~~terms ~~for~~are ~~analysts,~~defined ~~investors, media~~in ~~and~~their ~~others~~respective toemployment ~~discuss~~agreements) ~~the~~will ~~results~~depend ~~and~~on ~~other~~our ~~business~~achieving certain ~~topics~~performance criteria. ~~Such~~The ~~financial~~specific ~~information~~performance ~~included~~criteria inare ~~the~~to ~~Exhibit~~be ~~attached~~determined ~~hereto, shall~~by ~~not~~the beCompensation ~~deemed~~Committee ~~"filed"~~(the ~~for~~“Compensation Committee”) ~~purposes~~ of ~~Section~~our 18Board of Directors (the ~~Securities~~“Board”) ~~Exchange~~before ~~Act~~the end of ~~1934,~~the ~~nor~~Company’s ~~shall~~first itfiscal bequarter. ~~deemed incorporated~~The byperformance ~~reference~~criteria infor ~~any~~Messrs. ~~filing~~Berman ~~under~~and ~~the~~Kimble’s ~~Securities~~respective ~~Act~~2026 ofAnnual ~~1933,~~Performance ~~except~~Bonuses ashave ~~shall~~been beestablished ~~expressly~~by ~~set~~the ~~forth~~Compensation Committee byand ~~specific~~are ~~reference~~set inforth ~~such filing~~below.

~~Item~~EBITDA 8(as defined in the respective employment agreements) is calculated before including Bonuses as an expense and one-time non-recurring costs for initiatives approved by the Board.~~01.~~ ~~Other~~The ~~Events~~performance criteria, bonus targets and bonus percentages may be adjusted in the sole discretion of the Compensation Committee to take account of extraordinary or special items, and the Compensation Committee also specifically reserved the right to modify the performance criteria, bonus targets and bonus percentages in the exercise of its negative discretion to take account of investment banking, accounting and legal fees incurred in connection with any strategic transactions and unforeseen market and general economic conditions.

OnTo ~~February~~the ~~18, 2026,~~extent ~~our~~that ~~Board~~EBITDA ofexceeds ~~Directors~~the ~~declared~~minimum aEBITDA ~~quarterly~~target amount ~~cash~~but ~~dividend~~falls ofbetween ~~$0.25~~two ~~per~~EBITDA ~~common~~target ~~share. The dividend will be payable on March 30~~amounts, ~~2026 to~~the ~~shareholders~~amount of ~~record at~~ the ~~close~~Additional ofPerformance ~~business~~Bonus onshall ~~February~~be ~~27,~~determined ~~2026. A~~by ~~copy~~the ofCompensation Committee ~~such~~through ~~release~~linear ~~is annexed hereto as Exhibit 10~~interpolation.1.

Item 9.01. Financial Statements and Exhibits

								Maximum Bonus			Maximum Bonus
Name	Title				2026 Salary			(%)			($)
Stephen G. Berman	CEO				$	1,875,000			300	%	$	5,625,000
John L. Kimble	CFO				$	632,700			200	%	$	1,265,400

		EBITDA TARGET
More Than		$	35,587,507		$	45,587,507		$	55,587,507		$	65,587,507
Less Than		$	45,587,507		$	55,587,507		$	65,587,507

	BONUS PERCENTAGE OF 2026 SALARY

CEO			25	%		100	%		200	%		300	%
CFO			25	%		100	%		150	%		200	%

~~(d) Exhibits~~1

Exhibit		Description
10.1		February 19, 2026 Press Release
104		Cover Page Interactive Data File (formatted as Inline XBRL)

SIGNATURE

1Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

SIGNATURES

	JAKKS PACIFIC, INC.

March 27, 2026	By:	/s/ JOHN L. KIMBLE
		John L. Kimble, CFO

~~Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.~~2

	JAKKS PACIFIC, INC.
Dated: February 19, 2026	By:	/s/ JOHN L. KIMBLE
		John L. Kimble, CFO

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