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 224, 2026

MOBILE INFRASTRUCTURE CORPORATION

(Exact name of registrant as specified in its charter)

Maryland

001-40415

32-0777356

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

30 W. 4th Street

Cincinnati, Ohio

45202

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (513) 834-5110

Not applicable

(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 (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))

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, $0.0001 par value per share		BEEP		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 21.0201 ~~Results~~Entry ofinto ~~Operations~~a ~~and~~Material ~~Financial~~Definitive ~~Condition~~Agreement.

On March 224, 2026, Mobile Infrastructure Corporation (the “Company”) ~~issued~~entered into a ~~press~~Third ~~release~~Amendment to Credit Agreement (the “~~Press~~Third ~~Release~~Amendment”) ~~regarding~~ with Harvest Small Cap Partners, L.P. and Harvest Small Cap Partners Master, Ltd., which amends the ~~Company’s~~terms ~~financial~~of ~~results~~that ~~for~~certain ~~its~~Credit ~~fourth~~Agreement, ~~fiscal~~dated ~~quarter~~as of September 11, 2024, as amended by that certain First Amendment to Credit Agreement, dated as of September 5, 2025 and ~~year~~that ~~ended~~certain Second Amendment to Credit Agreement, dated as of December 3122, 2025. A(as ~~copy~~amended, the “Credit Agreement”), to extend the maturity date of the ~~Press~~Credit ~~Release is~~Agreement ~~furnished~~from ~~hereto~~March as31, ~~Exhibit~~2026 99to June 30, 2026.1.

~~The~~Mr. ~~information~~Jeffrey ~~contained~~Osher, inco-chair ~~this~~of ~~Item~~the ~~2.02~~Company’s ~~shall~~board ~~not~~of bedirectors ~~deemed~~(the “~~filed~~Board”), ~~for~~is ~~purposes~~the ofmanaging ~~Section~~member 18 of ~~the~~No ~~Securities Exchange~~Street ~~Act~~Capital ~~of 1934~~LLC, aswhich ~~amended~~serves (as the ~~“Exchange~~investment ~~Act”),~~manager orof ~~incorporated~~Harvest bySmall ~~reference~~Cap inPartners, ~~any~~L.P. ~~filing~~and ~~under~~Harvest ~~the~~Small ~~Securities~~Cap ~~Act~~Partners ~~of 1933~~Master, as ~~amended~~Ltd. ~~(the “Securities Act”)~~Accordingly, or the ~~Exchange~~Amendment ~~Act,~~constitutes ~~except~~a asrelated ~~shall~~party betransaction ~~expressly~~for ~~set~~the ~~forth~~Company bypursuant ~~specific~~to ~~reference~~Item in404 ~~such a~~of ~~filing~~Regulation S-K.

~~Item~~The foregoing ~~7.01~~description ~~Regulation~~of FDthe ~~Disclosure~~Second Amendment is not intended to be complete and is qualified in its entirety by reference to the Second Amendment attached as Exhibit 10.1 hereto.

~~On March~~Item 2~~, 2026, the Company made available on its website at https://ir~~.~~mobileit.com~~03 ~~the~~Creation ~~Press~~of ~~Release~~a ~~regarding~~Direct ~~the~~Financial ~~Company’s~~Obligation ~~financial results~~or ~~for~~an ~~its~~Obligation ~~fourth~~under ~~fiscal~~an ~~quarter~~Off-Balance ~~and~~Sheet ~~year ended December 31, 2025.~~Arrangement

The information contained in ~~this~~the ~~Item~~disclosure ~~7.01~~set ~~shall~~forth ~~not~~in beItem ~~deemed~~1.01 ~~“filed” for purposes~~ of ~~Section~~this 18Current ofReport ~~the~~on ~~Exchange~~Form ~~Act,~~8-K oris incorporated by reference ininto ~~any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference~~this inItem ~~such a filing~~2.03.

Item 8.01

Other Events.

Payment of Preferred Stock Dividends

On March 24, 2026, the Board authorized and the Company declared the payment of monthly dividends on (i) the shares of Series A Preferred Stock, par value $0.0001 per share (the “Series A Preferred Stock”), of the Company, which will be paid at a rate of $4.791 per share on or about April 13, 2026 (the “Payment Date”) and (ii) the shares of Series 1 Preferred Stock, par value $0.0001 per share (the “Series 1 Preferred Stock”), of the Company, which will be paid at a rate of $4.583 per share on or about the Payment Date (collectively, the “March Dividend”). The March Dividend will be payable to the respective holders of record of the Series A Preferred Stock and the Series 1 Preferred Stock as of the close of business on March 29, 2026 and March 24, 2026, respectively.

The declaration and payment of future dividends is subject to the Board’s discretion and will be determined by the Board based on the Company’s financial condition, applicable law and such other considerations as the Board deems relevant.

Item 9.01

Financial Statements and Exhibits.

(d)

Exhibits

Exhibit Number		Description
99.1		Press Release dated March 2, 2026
10.1		Third Amendment to Credit Agreement dated March 24, 2026
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.

	MOBILE INFRASTRUCTURE CORPORATION
Date: March 2, 2026	By:	/s/ Stephanie Hogue
Date: March 25, 2026	By:	/s/ Stephanie Hogue
	Name:	Stephanie Hogue
	Title:	~~President and~~ Chief Executive Officer and President

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