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~~September 610, 2025

EQUATOR Beverage Company

(Exact name of registrant as specified in its charter)

Delaware

000-55269

26-0884348

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

185 Hudson Street, Suite 2500

Jersey City, New Jersey

07302

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: 929-264-7944

~~___________________________________________________~~ _______________________________________________

(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:

☐	Written communications pursuant to Rule 425 under the Securities Act (17CFR 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))

Securities registered pursuant to Section 12(b) of the Act: None

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. ☐

SECTION 8 – OTHER EVENTS

Item 8.01. Other Events.

OnIn ~~August~~September 6, 2025, weEQUATOR ~~issued~~Beverage aCompany ~~press~~(“EQUATOR”) ~~release~~repurchased ~~concerning~~300,000 ~~the~~shares ~~Company’s unaudited results~~ of ~~operations~~its ~~for~~common ~~the~~stock, ~~second~~which ~~quarter~~were ofreturned ~~2025~~to treasury. AAs ~~copy~~ of ~~the~~September ~~press~~10, ~~release~~2025, isEQUATOR ~~attached~~has asrepurchased ~~Exhibit~~an ~~99.1~~aggregate toof ~~this~~450,000 ~~Current~~shares ~~Report~~of oncommon ~~Form~~stock ~~8-K.~~during 2025.

From January 1, 2018 through September 10, 2025, EQUATOR has repurchased 2,168,934 shares of its common stock. Following these repurchases, EQUATOR has 18,172,316 shares of common stock issued and outstanding.

The information in Item 8.01 of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01. Financial Statements and Exhibits.

99.1	Press release, August 6, 2025
104	Cover Page Interactive Data File (embedded within the Inline XBRL Document)

104

Cover Page Interactive Data File (embedded within the Inline XBRL Document)

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.

EQUATOR Beverage Company

/s/ Glenn Simpson Glenn ~~SimpsonChairman~~Simpson Chairman & CEO ~~Date: August 7, 2025~~

Date: September 10, 2025

Filing Compare · EQUATOR Beverage Co