UPEXI, INC. 8-K

What Happened
Upexi, Inc. (UPXI) filed a Form 8-K reporting that on February 4, 2026 it delivered written notice terminating the Common Stock Purchase Agreement dated July 25, 2025 with A.G.P./Alliance Global Partners (AGP). The termination is effective at 5:00 p.m. Eastern Time on February 12, 2026. The company stated the Agreement was terminated for convenience under Section 8.2 and not due to any breach by either party.

Key Details

• Agreement terminated: Common Stock Purchase Agreement between Upexi and A.G.P./Alliance Global Partners dated July 25, 2025.
• Notice delivered: February 4, 2026; termination effective February 12, 2026 at 5:00 p.m. ET.
• Reason: Terminated for convenience under the Agreement’s terms; no breach alleged by either party.
• Filing: Termination notice included as Exhibit 99.1 to the Form 8-K.

Why It Matters
The termination ends the contractual relationship under that specific stock purchase agreement, so any commitments, purchase rights or obligations under the July 25, 2025 agreement will cease as of the effective date. For investors, this is material because it affects a previously disclosed source of equity financing; shareholders should monitor Upexi’s future disclosures for information about replacement financing, capital plans, or changes to liquidity or dilution expectations.