LM Funding America Inc. filed SEC Form 8-K: Creation of a Direct Financial Obligation, Financial Statements and Exhibits

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

LM FUNDING AMERICA, INC.

(Exact name of Registrant as Specified in Its Charter)

(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:

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 2.03 Creation of a Direct Financial Obligation

As previously disclosed, on October 29, 2025, LM Funding America, Inc. (the “Company”) entered into a Master Digital Currency Loan Agreement (the “Loan Agreement”) with Galaxy Digital LLC (“Lender”). The Loan Agreement establishes the terms and conditions pursuant to which the Company may, from time to time, borrow U.S. Dollars and/or specified digital currencies (each, a “Loan”), including Bitcoin, Ether, and other mutually agreed digital assets, from Lender (the “Loan Facility”). As also previously disclosed, on October 30, 2025, the Company made a draw under the Loan Facility and borrowed the principal sum of $11 million and granted to Lender a security interest in Bitcoin collateral owned by the Company. Such $11 million loan (the “October 2025 Loan”) became due on January 30, 2026. On January 28, 2026, the Company borrowed a new $11 million loan under the Loan Agreement (the “January 2026 Loan”) and used the proceeds from the January 2026 Loan to satisfy the October 2025 Loan. The January 2026 Loan will become due on February 27, 2026, is secured by Bitcoin owned by the Company, and is otherwise made under the terms of the Loan Agreement.

On February 27, 2026, the Company borrowed a new $11 million loan under the Loan Agreement (the “February 2026 Loan”) and used the proceeds from the February 2026 Loan to satisfy the January 2026 Loan. The February 2026 Loan will become due on April 24, 2026, is secured by Bitcoin owned by the Company, and is otherwise made under the terms of the Loan Agreement.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

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.