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): ~~February~~March 513, 2026

PINEAPPLE FINANCIAL INC.

(Exact name of registrant as specified in charter)

Canada	001-41738	Not applicable 00-0000000
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

Unit 200, 111 Gordon Baker Road

North York, Ontario M2H 3R1

(Address of principal executive offices) (Zip Code)

(416) 669-2046

(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):

☐	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 Shares, no par value		PAPL		NYSE American

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 ☒

If an emerging growth company, indicate by check mart 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~~07 ofSubmission ~~Directors or Certain Officers; Election~~ of ~~Directors;~~Matters ~~Appointment~~to ofa ~~Certain~~Vote ~~Officers; Compensatory Arrangements~~ of ~~Certain Officers~~Security Holders.

On ~~February~~March 513, 2026, at the ~~Board~~2026 Annual Meeting of ~~Directors~~Stockholders (the “~~Board~~Meeting”) of Pineapple Financial Inc. (the “Company”)~~, upon~~ ~~recommendation~~stockholders ofvoted ~~the~~on ~~Compensation Committee of~~ the ~~Board,~~matters ~~approved~~described new employment agreements with each of Shubha Dasgupta, the Company’s Chief Executive Officer and Director, Kendall Marin, the Company’s President, Chief Operating Officer, and Director (collectively, the “Executives”), in each case, effective February 5, 2026 (collectively, the “Executive Employment Agreements”), which supersede in their entirety any prior employment agreements with the foregoing executive officersbelow.

~~Pursuant to~~1. ~~the~~The ~~Executive~~Company’s ~~Employment~~stockholders ~~Agreements~~elected ~~with~~six ~~the Executives~~directors, ~~the~~each ~~Company~~to ~~shall~~serve ~~employ~~until the ~~Executives~~Company’s ~~each~~2027 ~~for~~annual ameeting ~~term~~of ~~commencing~~stockholders onor ~~the effective~~until ~~date~~their ofsuccessors ~~the~~are ~~Executive~~duly ~~Employment~~elected ~~Agreements~~ and ~~expiring~~qualified. onThe ~~the~~number ~~third~~of ~~anniversary~~shares ~~thereof~~that ~~unless~~(a) ~~the~~voted ~~parties~~for ~~agree in writing at least 30 days prior to~~ the ~~expiration~~election ~~date~~of toeach ~~extend~~director ~~the~~and ~~term~~(b) ~~for~~voted anagainst ~~additional one-year period, or unless~~ the ~~employment~~election ~~relationship is terminated earlier. The Company agreed to pay a base salary~~ of ~~$280,000 per annum to~~ each ofdirector ~~the~~is ~~Executives~~summarized ~~pursuant~~in to the ~~Executive Employment~~table ~~Agreements.~~below:

On February 5, 2026, the Board, upon recommendation of the Compensation Committee of the Board, approved a new director agreement with Drew Green, the Company’s Chairman of the Board of directors (the “Chairman”), effective February 5, 2026 (the “Chairman Agreement”).

Director Nominee	Votes For		Votes Against

Shubha Dasgupta		689,199.09		179,984.00
Kendall Marin		789,219.09		79,964.00
Drew Green		791,547.09		77,636.00
Paul Baron		791,547.09		77,636.00
Tasis Giannoukakis		790,865.09		78,318.00
Anthony Georgiades		690,209.09		178,974.00

~~Pursuant to~~2. ~~the~~Proxies ~~Chairman~~were ~~Agreement,~~solicited ~~the~~on ~~Company~~behalf ~~shall~~of ~~appoint~~ the ~~Chairman~~Board ~~commencing~~of onDirectors ~~the effective date~~ of the ~~Chairman~~Company ~~Agreement~~ and ~~will continue, subject to being nominated and re-elected as~~ a ~~director~~vote ~~of the Board~~ by ~~the~~ballot ~~Company’s~~was ~~shareholders~~taken atfor ~~each~~and ~~Company~~against ~~shareholder meeting where its directors are elected (each, a “Directors Election Meeting”) following~~ the ~~date~~ratification ~~hereof,~~of ~~until~~ the ~~earlier~~ appointment of ~~(i)~~MNP ~~such~~LLP ~~Directors~~as ~~Election Meeting where~~ the ~~Chairman~~independent isregistered ~~not~~public ~~re-elected~~accounting asfirm ~~a director~~ of the ~~Board by~~ Company ~~shareholders,~~for ~~(ii)~~ the ~~effective~~fiscal ~~date~~year ofending ~~the~~August ~~Chairman’s~~31, ~~resignation~~2026. asThe anumber ~~director~~ of ~~the~~shares ~~Board~~that ~~and~~voted ~~(iii)~~for, ~~the~~against, ~~fifth-year~~and ~~anniversary~~withheld from ~~the~~voting ~~effective date~~for ofthis ~~the~~proposal ~~Chairman~~is ~~Agreement.~~summarized ~~Pursuant~~in to the ~~Chairman~~table ~~Agreement, the Company shall pay the Chairman a monthly board fee of $20,000.~~below:

The foregoing descriptions of the Executive Employment Agreements and the Chairman Agreement are summaries and qualified in their entirety by reference to the Executive Employment Agreements and the Chairman Agreement, copies of which are filed as Exhibits 10.1, 10.2, and 10.3 to this Current Report on Form 8-K and are incorporated by reference herein.

Votes For	Votes Against	Votes Abstain

2,709,116.09	370,547.00	41,272.00

Item 9.01 Financial Statements and Exhibits

(a) Exhibits

Number		Description
10.1		Employment agreement, by and between Pineapple Financial Inc. and Shubha Dasgupta effective as of February 5, 2026.
10.2		Employment agreement, by and between Pineapple Financial Inc. and Kendall Marin effective as of February 5, 2026.
10.3		Director agreement, by and between Pineapple Financial Inc. and Drew Green effective as of February 5, 2026.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

Date: ~~February~~March 1018, 2026.

PINEAPPLE FINANCIAL INC.

By:	/s/ Shubha Dasgupta
	Shubha Dasgupta
	Chief Executive Officer

Filing Compare · Pineapple Financial Inc.