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0000945983
0000945983
2026-04-23
2026-04-23
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): April 20, 2026
CLIMB GLOBAL SOLUTIONS, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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000-26408
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13-3136104
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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4 Industrial Way West, Suite 300,
Eatontown, New Jersey
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07724
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(Address of principal executive offices)
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(Zip Code)
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732-389-0932
(Registrant’s telephone number, including area code)
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 (see General Instruction A.2 below):
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol
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Name of each exchange on which registered
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Common stock, $.01 par value
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CLMB
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The Nasdaq Global Market
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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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On April 20, 2026, Gerri Gold notified the Board of Directors (the “Board”) of Climb Global Solutions, Inc. (the “Company”) that she will retire from the Board and, accordingly, will not stand for re-election at the Company’s 2026 annual meeting of stockholders (the “Annual Meeting”). Ms. Gold will continue to serve as a director until the expiration of her term at the Annual Meeting. Ms. Gold’s decision not to stand for re-election to the Board was not the result of any dispute or disagreement with the Company on any matter relating to the Company’s operations, policies or practices. The Board thanks Ms. Gold for her dedicated service and valuable contributions to the Company.
The Board has determined to reduce the size of the Board from five to four directors effective as of the commencement of the Annual Meeting.
SIGNATURE
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.
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CLIMB GLOBAL SOLUTIONS, INC.
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Date: April 23, 2026
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By:
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/s/ Matthew Sullivan
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Name:
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Matthew Sullivan
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Title:
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Chief Financial Officer
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