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): ~~May 13~~June 16, 2025

IZEA WORLDWIDE, INC.

Nevada

001-37703

37-1530765

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

(Exact Name of Registrant as Specified in Charter)

1317 Edgewater Dr #1880Orlando, Florida

32804

Nevada

001-37703

37-1530765

(Address of principal executive offices)

(Zip Code)

(State or other jurisdiction ofincorporation)

(Commission File Number)

(I.R.S. EmployerIdentification No.)


1317 Edgewater Dr #1880, Orlando, Florida						32804
(Address of principal executive offices)						(Zip Code)

Registrant's telephone number, including area code: (407) 674-6911

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, par value $0.0001 per share

IZEA

The Nasdaq Capital Market

Series A Junior Participating Preferred Stock Purchase Rights

The Nasdaq Capital Market

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. ☐ o

Item 21.0201. ~~Results~~ ofEntry ~~Operations~~into ~~and~~a ~~Financial~~Material ~~Condition~~Definitive Agreement.

On ~~May~~June 1316, 2025, IZEA Worldwide, Inc., a Nevada corporation (the “Company”), ~~issued~~and aLadenburg ~~press~~Thalmann ~~release~~& ~~disclosing~~Co. Inc. (“Ladenburg”) entered into an agreement (the ~~financial~~“Agreement”) ~~results~~pursuant ~~for~~to ~~its~~which ~~first~~Ladenburg ~~quarter~~has ~~ended~~been ~~March 31~~authorized on the Company’s behalf to purchase shares of the Company’s common stock, ~~2025~~par value $0.0001 Aper ~~copy~~share of(the “Common Stock”), which purchases may commence on July 16, 2025 and terminate on the ~~press~~earliest ~~release~~of isMay ~~being~~31, ~~furnished~~2026, at such time as ~~Exhibit~~the 99aggregate number of shares are repurchased or upon certain other events.1 toPurchases ~~this~~will ~~Current~~be ~~Report~~made from time to time, depending on ~~Form~~market 8conditions, in open market or privately negotiated transactions, at prices deemed appropriate by management. The Agreement was adopted under the safe harbor provided by Rule 10b5-K1 and Rule 10b-18 of the Securities Exchange Act of 1934, as amended, in order to assist the Company in implementing its stock repurchase programs. The Agreement provides for the purchase of up to $8.6M of Common Stock, which is ~~incorporated~~the ~~into~~remainder ~~this~~of ~~Item~~its byobligation ~~reference~~under the previously disclosed share repurchase program.

~~The information in~~ Item 29.~~02 of this Current Report on Form 8-K and Exhibit 99~~01.1 ~~attached~~Financial ~~hereto~~Statements ~~is intended to be furnished~~ and ~~shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section~~Exhibits. This information shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference therein.

~~Item~~(d) ~~9.01. Financial Statements and~~ Exhibits

(d) Exhibits.


Exhibit No.			Description
99.1			10b5-1 Issuer Repurchase Instructions.
104			Cover Page Interactive Data File (embedded within the Inline XBRL document).

Exhibit No.			Description
99.1			Press release issued by IZEA Worldwide, Inc. on May 13, 2025.

SIGNATURE

~~Pursuant~~After todue ~~the~~inquiry ~~requirements~~and ofto the ~~Securities~~best ~~Exchange Act~~ of ~~1934,~~my ~~the~~knowledge ~~registrant~~and ~~has~~belief, ~~duly~~I ~~caused~~certify ~~this~~that ~~report~~the toinformation beset ~~signed~~forth onin ~~its~~this ~~behalf~~statement byis ~~the~~true, ~~undersigned~~complete ~~hereunto~~and ~~duly authorized~~correct.

IZEA WORLDWIDE, INC. Date: May 13, 2025 By:/s/ Patrick Venetucci Patrick VenetucciChief Executive Officer


	IZEA WORLDWIDE, INC.

	By:	/s/Peter J. Biere
		Name:	Peter J. Biere
		Title:	Chief Financial Officer

Date: June 18, 2025

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