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): March 323, 2026

Forum Markets, Incorporated

(Exact name of registrant as specified in its charter)

Delaware		001-38105		90-1890354
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

2875 South Ocean Blvd, Suite 200 Palm Beach, FL		33480
(Address of Principal Executive Offices)		(Zip Code)

~~Registrant’s telephone number, including area code:~~ (650) 507-0669

~~Not~~(Registrant’s ~~Applicable~~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)

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

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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:

Title of each class		Trading symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.0001 per share		FRMM		The Nasdaq Stock Market LLC

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 March 523, 2026, ~~ETHZilla~~ ~~Auto Loans LLC (“ETHZilla Auto Loans”), a wholly owned subsidiary of~~ Forum Markets, Incorporated, ~~Inc.~~ (the “Company”), ~~entered~~through ~~into~~its awholly-owned ~~Warehouse~~subsidiary ~~Facility~~ETHZilla ~~Agreement,~~Modular ~~dated as of March 3, 2026 (the “WFA”), with~~Mortgage ~~Anchored Finance,~~ LLC, a ~~Connecticut~~Florida limited liability company (“~~Anchored Finance~~EMM”), ~~pursuant~~entered tointo ~~which ETHZilla Auto Loans, as lender, agreed to provide Anchored Finance, as borrower, with~~ a ~~revolving~~Master ~~warehouse~~Loan ~~credit~~Purchase ~~facility~~Agreement (the “~~Warehouse Facility~~MLPA”) inand a anMaster ~~initial~~Loan ~~commitment~~Servicing ~~amount~~Agreement of(the ~~up to $10,000,000. The Warehouse Facility is intended to provide interim~~“MLSA”) ~~financing~~with ~~for~~Zippy ~~eligible auto loan receivables originated through Automatic USA~~Loans, ~~an automated auto finance platform partnered with Karus~~LLC, ~~Inc., an artificial intelligence-driven credit analytics platform in which Forum holds approximately~~ a ~~20%~~Delaware ~~equity~~limited ~~interest. The~~liability ~~auto~~company ~~loan~~(“Zippy ~~receivables financed under the Warehouse Facility may be originated through the Automatic USA platform, pending such auto loan receivables’ sale or other disposition~~Loans”).

~~The~~As previously ~~WFA~~disclosed ~~has~~in ~~an initial term of 12 months from~~ the ~~closing~~ ~~date~~Company’s ~~and~~Current ~~automatically~~Report ~~renews~~on ~~for~~Form ~~successive six~~8-~~month~~K ~~periods~~filed ~~unless~~on ~~either~~January ~~party~~30, ~~provides~~2026, atEMM ~~least~~completed 60a ~~days’~~one-time ~~prior~~purchase ~~written~~of ~~notice~~95 ofmanufactured ~~non-renewal. Advances~~home ~~under~~chattel ~~the~~loans ~~Warehouse~~from ~~Facility~~Zippy ~~are~~Manufactured ~~subject~~Home toCredit aFund ~~borrowing~~I ~~base~~L.P. ~~tied~~The toMLPA ~~the value~~ and ~~eligibility~~MLSA ~~of the~~described ~~underlying~~herein ~~auto~~establish ~~loan receivables. As security for its obligations, Anchored Finance has granted ETHZilla Auto Loans~~ a ~~continuing~~revolving ~~first~~forward-~~priority~~flow ~~security~~loan ~~interest~~purchase ~~in the receivables financed under the Warehouse Facility and all related collateral~~program. ~~As of the date of this filing, no advances have been made.~~

~~The~~Pursuant to ~~WFA~~the ~~contains~~MLPA, ~~customary~~EMM ~~representations~~has, ~~and~~subject to conditions precedent, committed to purchase on an ongoing revolving basis as those loans are originated, ~~warranties~~manufactured home chattel loan receivables originated by Zippy Loans (the “Loans”), ~~affirmative~~together ~~and~~with ~~negative~~the ~~covenants~~related security interests in the manufactured homes securing such Loans, ~~events~~up to an aggregate commitment amount of ~~default~~$150,000,000 ~~and~~over ~~remedies,~~a ~~and~~five-year isterm. ~~governed~~Loans will bybe ~~the~~purchased ~~laws~~at a price equal to a fixed percentage of the ~~State~~outstanding principal balance of ~~New~~each ~~York~~Loan as of the applicable purchase cut-off date, as set forth in the MLPA. Each Loan purchased under the MLPA must satisfy minimum eligibility criteria relating to, among other things, FICO score, loan-to-value ratio, loan size, loan term and geographic concentration.

The MLPA ~~foregoing~~includes, ~~summary~~among ofother ~~the~~things, ~~WFA~~representations ~~does~~and ~~not~~warranties ~~purport to~~of beZippy ~~complete~~Loans ~~and~~with isrespect ~~qualified~~to ineach ~~its~~Loan ~~entirety~~sold bythereunder, ~~reference~~repurchase obligations toof ~~the~~Zippy ~~full~~Loans ~~text~~upon the occurrence of ~~the~~certain ~~WFA~~repurchase events, aeligibility ~~copy~~criteria ofgoverning ~~which~~Loans iseligible ~~filed~~for aspurchase, and ~~Exhibit~~customary 10indemnification and confidentiality provisions.1 ~~to this~~The ~~Current~~MLPA ~~Report~~has onan ~~Form~~initial ~~8-K~~term ~~(this~~of ~~“Current~~five ~~Report”)~~years ~~and~~from isthe ~~incorporated~~Effective byDate, ~~reference~~subject to ~~herein~~earlier termination in accordance with its terms.

~~Item~~Concurrently with 7the execution of the MLPA, EMM and Zippy Loans entered into the first Purchase Commitment under the MLPA (the “Purchase Commitment”), covering the period from March 23, 2026 through June 30, 2026, with a commitment amount of up to $15,000,000.01 On March 23, 2026, FRMM acquired 31 manufactured home chattel loans (the “Initial Loans”), together with the related security interests in the manufactured homes securing the Initial Loans, for a total purchase price of $1,436,710.67. ~~Regulation~~The FDacquisition was ~~Disclosure~~funded with cash on hand.

OnPursuant ~~March~~to 9,the ~~2026~~MLSA, ~~the~~Zippy ~~Company~~Loans ~~issued~~will aservice ~~press~~the ~~release~~Loans ~~announcing~~purchased ~~the~~by ~~entry~~EMM ~~into~~under the ~~WFA~~MLPA ~~discussed~~in ~~above~~accordance with accepted servicing practices for manufactured home chattel loans as set forth in ~~Item~~the 1MLSA.~~01.~~ AThe ~~copy~~servicing fee payable to Zippy Loans is calculated on a per annum basis as a percentage of the ~~press release~~aggregate outstanding loan balance of the serviced Loans, tiered by FICO score, and is ~~attached~~subject asto ~~Exhibit~~a 99minimum monthly servicing fee.1 Zippy toLoans ~~this~~is ~~Current~~required ~~Report~~to ~~and~~deposit ~~incorporated~~all collections into ~~this~~a ~~Item~~segregated ~~7.01~~servicing byaccount ~~reference.~~and ~~The~~remit ~~information~~such incollections ~~this~~(net of servicing fees ~~Item~~and ~~7.01,~~reimbursable ~~including~~expenses) ~~Exhibit~~to ~~99.1~~EMM ~~attached~~on ~~hereto,~~each ~~shall~~monthly ~~not~~payment bedate. ~~deemed~~The ~~“filed”~~MLSA provides for ~~purposes~~customary servicer events of ~~Section~~default 18and, ofupon the ~~Securities~~ ~~Exchange~~occurrence ~~Act~~ of ~~1934,~~a asservicer ~~amended~~event of default, orEMM ~~otherwise~~has ~~subject~~the right to terminate the ~~liabilities~~servicing ofarrangement ~~that~~and ~~section,~~transfer ~~nor~~servicing ~~shall it~~to bea ~~deemed~~successor servicer. ~~incorporated~~The byMLSA ~~reference~~remains in ~~any~~effect ~~filing~~until ~~under~~all ~~the~~Loans ~~Securities~~have ~~Act~~been ofpaid ~~1933,~~in ~~as amended~~full, ~~except~~ asdischarged ~~expressly~~or ~~set~~otherwise ~~forth~~liquidated, bysubject ~~specific~~to ~~reference~~earlier termination in ~~such~~accordance ~~filing~~with its terms.

~~Item~~As discussed in greater detail in the Current Report on Form 8-K filed by the Company on December 10, 2025, on December 9, 2025, the Company holds approximately 15% of the fully-diluted ownership of Zippy, Inc.~~01.~~, ~~Other~~a ~~Events~~Delaware corporation, which is the parent company and sole owner of Zippy Loans.

~~Since February 4, 2026, the Company has sold 4,200 Ether (“ETH”) at an average price of $~~1,938.78 per ETH for total proceeds of $8,147,074. As of the date of this Current Report, the Company has 61,650 ETH remaining on its balance sheet. The Company plans to continue to evaluate various capital raising strategies including ETH sales and equity offerings, as it seeks to complete its business plans, including the tokenization of real-world assets.

~~Forward-Looking~~The foregoing ~~Statements~~description of the MLPA, Purchase Commitment and MLSA does not purport to be complete and is subject to, and qualified in its entirety by reference to, the full text of the MLPA, Purchase Commitment and MLSA, copies of which are filed herewith as Exhibit 10.1, Exhibit 10.2 and Exhibit 10.3, respectively, and are incorporated in this Item 1.01 by reference.

~~This Current~~Item ~~Report and the press release attached as Exhibit 99~~2.~~1 to this Current Report may contain forward-looking information within the meaning of applicable securities laws (“forward-looking statements”)~~01. ~~These~~Completion forward-looking statements represent the Company’s current expectations or beliefs concerning future events and can generally be identified using statements that include words such as “estimate,” “expects,” “project,” “believe,” “anticipate,” “intend,” “plan,” “foresee,” “forecast,” “likely,” “will,” “target” or similar words or phrases. These forward-looking statements are subject to risks, uncertainties and other factors, many of ~~which~~Acquisition ~~are outside of the Company’s control, which could cause actual results to differ materially from the results expressed~~ or ~~implied~~Disposition in the forward-looking statements. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by the forward-looking statements. The Company undertakes no obligation to publicly update or revise any of ~~the forward-looking statements, whether because of new information, future events or otherwise, made in the release or presentation or in any of its U~~Assets.S. Securities and Exchange Commission (“SEC”) filings or public disclosures, except as provided by law. Consequently, you should not consider any such list to be a complete set of all potential risks and uncertainties. More information on potential factors that could affect the Company’s financial results is included from time to time in the “Forward-Looking Statements,” “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s periodic and current filings with the SEC, including Form 10-Qs, Form 10-Ks and Form 8-Ks, filed with the SEC and available at www.sec.gov. Forward-looking statements speak only as of the date they are made.

The Initial Loans were acquired on March 23, 2026, as discussed in greater detail in Item 1.01 above, which information and disclosures are incorporated by reference into this Item 2.01 in their entirety, to the extent required by Item 2.01 of Form 8-K.

The Company has determined that the acquisition of the Initial Loans constitutes an acquisition of assets, rather than a business, for purposes of Item 2.01 of Form 8-K, and has accordingly determined that no financial statements or pro forma financial information are required to be filed under Item 9.01 of Form 8-K in connection with the transaction.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Exhibit
10.1*£#^		Warehouse Facility Agreement, dated as of March 3, 2026, by and between ETHZilla Auto Loans LLC and Anchored Finance, LLC.
10.1£#		Master Loan Purchase Agreement, effective as of March 23, 2026, by and between ETHZilla Modular Mortgage LLC and Zippy Loans, LLC.
99.1**		Press Release, dated March 9, 2026.
10.2£		Purchase Commitment, effective as of March 23, 2026, by and between Zippy Loans, LLC and ETHZilla Modular Mortgage LLC.
10.3£#		Master Loan Servicing Agreement, dated as of March 23, 2026, by and between Zippy Loans, LLC and ETHZilla Modular Mortgage LLC.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

*		Filed herewith.
**		Furnished herewith.
£		Certain schedules and exhibits (or similar attachments) have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish a copy of all omitted exhibits and schedules to the SEC upon its request.
#		Portions of this exhibit have been redacted in accordance with Item 601(b)(2)(ii) or Item 601(b)(10)(iv) of Regulation S-K, as applicable. The Company agrees to furnish supplementally an unredacted copy of the exhibit to the SEC upon its request.
^		Certain personal information which would constitute an unwarranted invasion of personal privacy has been redacted from this exhibit pursuant to Item 601(a)(6) of Regulation S-K.

SIGNATURES

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.

	FORUM MARKETS, INCORPORATED
Date: March 13, 2026	By:	/s/ McAndrew Rudisill
Date: March 27, 2026	By:	/s/ McAndrew Rudisill
		Name:	McAndrew Rudisill
		Title:	Chief Executive Officer

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