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):

November 1317, 2025

CALIBERCOS INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)


001-41703						47-2426901
(Commission File Number)						(IRS Employer Identification No.)


8901 E. Mountain View Rd. Ste. 150, Scottsdale, AZ						85258
(Address of Principal Executive Offices)						(Zip Code)

(480) 295-7600

(Registrant’s Telephone Number, Including Area Code)

N/A

(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):


o			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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

o			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 Symbols	Name of each exchange on which registered
Class A Common Stock, par value $0.001	CWD	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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company x

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 23.~~02.~~01 ~~Results~~Notice of ~~Operations~~Delisting ~~and~~or ~~Financial~~Failure ~~Condition~~to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

OnAs ~~November 13,~~previously ~~2025,~~disclosed ~~CaliberCos~~on ~~Inc.~~that ~~(the~~certain ~~“Company”)~~Current ~~issued~~Report aon ~~press~~Form ~~release~~8-K as filed with the Securities and ~~earnings~~Exchange ~~supplemental~~Commission ~~reporting~~on ~~third~~August ~~quarter~~27, ~~financial~~2025, ~~results~~on August 27, 2025, CaliberCos Inc. ~~The~~(the “Company”) ~~also~~received ~~released~~a ~~supplemental~~notification ~~financial~~letter ~~results~~from ~~for~~the ~~its~~Nasdaq ~~asset~~Listing ~~management~~Qualifications Staff (the “~~Platform~~Staff”) ~~business.~~of AThe ~~copy~~Nasdaq ofStock ~~the~~Market ~~press~~LLC ~~release,~~(“Nasdaq”) ~~earnings~~notifying ~~supplemental,~~the ~~and~~Company ~~Platform~~that ~~supplemental~~its ~~financial~~amount ~~results~~of ~~are~~stockholders’ ~~attached~~equity ~~hereto~~had asfallen ~~Exhibit~~below ~~99.1,~~the ~~Exhibit 99.~~$2,500,000 ~~and~~required ~~Exhibit~~minimum ~~99.3~~for ~~and~~continued ~~the~~listing ~~information~~set ~~therein~~forth isin ~~incorporated~~Nasdaq ~~herein~~Listing byRule ~~reference~~5550(b)(1) (the “Listing Rule”).

~~The~~On ~~information~~November ~~contained~~17, in2025, ~~this~~the ~~Item~~Company ~~2.02~~received ~~and~~a inletter ~~the~~from ~~accompanying~~Nasdaq ~~Exhibit~~stating ~~99.1,~~that ~~Exhibit~~based ~~99.2,~~on ~~Exhibit~~the ~~99.3~~Company’s ~~shall~~Form ~~not~~10-Q ~~be deemed filed~~ for ~~purposes~~the ofperiod ~~Section~~ended 18September of30, ~~the~~2025, ~~Securities~~evidencing ~~Exchange~~stockholders’ ~~Act~~equity of ~~1934~~$6,087,000, ~~as amended (~~the ~~“Exchange~~Staff ~~Act”),~~has ordetermined ~~incorporated~~that bythe ~~reference~~Company inhas ~~any~~regained ~~filing~~compliance ~~under~~with the ~~Exchange~~Listing ~~Act~~Rule. orNasdaq ~~the~~has ~~Securities~~closed ~~Act of 1933, as amended (~~the ~~“Securities Act”), except as shall be expressly set forth by specific reference in such filing~~matter.

Item 7.01. Regulation FD Disclosure.

~~The~~On ~~information~~November ~~under Item 2.02~~18, ~~above~~2025, isthe ~~incorporated~~Company ~~herein~~issued bya ~~reference~~press release announcing that the Company has regained compliance with the Listing Rule.

~~The~~A ~~information~~copy ~~reported~~of ~~under~~the ~~Items~~press ~~2.02~~release ~~and~~is ~~7.01~~attached into this Current Report on Form 8-K, ~~including~~as Exhibit 99.1 and ~~Exhibit~~is ~~99.2~~hereby ~~attached~~furnished ~~hereto,~~pursuant ~~shall not be deemed filed for purposes of Section 18 of the Exchange Act or otherwise subject~~ to ~~the~~this ~~liabilities~~Item ~~of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, regardless of any general incorporation language in such filing~~7.01.

The information disclosed under this Item 7.01, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits

ExhibitNo.						Exhibit
99.1						Press release dated November 1318, 2025 ~~relating to third quarter financial results and related matters~~
99.2						Earnings supplemental related to the third quarter financial results and related matters
99.3						Platform supplemental financial results with third quarter financial results
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.

	CaliberCos Inc.
November 13, 2025
Date: November 18, 2025
	By:	/s/ John C. Loeffler, II
	Name:	John C. Loeffler, II
	Title:	~~Chairman and~~ Chief Executive Officer

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