Reliance Global Group Reports 2025 Results and Provides Strategic Update on Scale51 Initiative and Launch of EZRA International Group

Closing of Purchase Agreement in Post Quantum Cybersecurity Company Mark First Step in the Scale51 Technology Expansion Strategy

Company to Host Conference Call Today at 4:30 PM Eastern Time

LAKEWOOD, N.J., March 10, 2026 (GLOBE NEWSWIRE) -- Reliance Global Group, Inc. (Nasdaq: EZRA) (“we,” “us,” “our,” the “Company” or “Reliance”) today reported financial results for the year ended December 31, 2025, and provided a strategic update on the Company’s Scale51 initiative, including the launch of EZRA International Group and the closing of the purchase agreement with Enquantum Ltd., a post quantum cybersecurity company. Scale51 represents the Company’s structured framework for expanding into technology driven sectors through disciplined investments and strategic partnerships, while continuing to operate and develop its established insurance platform.

Key Highlights

• EZRA International Group launched Scale51, a strategic technology-focused platform designed to identify and scale high growth companies innovative across cybersecurity, artificial intelligence, fintech, and digital health.
• Completed a first investment in Enquantum Ltd., establishing a pathway toward majority control of a post-quantum cybersecurity platform developing next-generation encryption technology.
• Signed a non-binding Term Sheet to acquire a majority stake in Scentech Medical, an AI-based diagnostics company, developing non-invasive breath-based disease detection technology. The contemplated acquisition, if closed would position the Company in the rapidly evolving field of AI-driven medical diagnostics.
• Strengthened the balance sheet through strategic divestitures, including the sale of Fortman Insurance Services and other non-core assets, enabling significant debt reduction and improved financial flexibility.

“2025 was a transition year focused on enhancing the balance sheet, streamlining operations, and positioning Reliance to execute its Scale51 technology growth strategy,” said Ezra Beyman, Chairman and Chief Executive Officer of Reliance Global Group. “We strengthened our insurance and InsurTech operations, generating more than $12 million in commission income, reflecting the strategic divestiture of non-core operations during the year, allowing the Company to focus capital on higher growth opportunities. The increase in salaries and wages was primarily driven by non-cash, share-based compensation, aligning management incentives with long-term shareholder value creation. Overall, we reduced net loss year over year and improved our balance sheet through strategic divestitures and debt reduction.”

Mr. Beyman continued, “During the year we launched EZRA International Group and our Scale51 operating model, establishing an operational platform to begin building a portfolio of technology-driven businesses in high-growth sectors. Our investment in Enquantum, which establishes a pathway toward majority control of a post-quantum cybersecurity platform, and our non-binding term sheet we entered into to acquire a majority stake in Scentech Medical, an AI based diagnostics company, represent early examples of the innovative technology companies we intend to help scale. Our insurance and InsurTech operations continue to provide a stable operating foundation while the Company expands into technology sectors through the Scale51 growth strategy.”

Strategic Update

During 2025, Reliance advanced its strategy to build a diversified operating platform combining its established insurance and InsurTech operations with technology-driven growth initiatives. A key milestone was the launch of EZRA International Group, a division focused on identifying and scaling innovative technology companies. Supporting this initiative is the Company’s Scale51 operating model, designed to work alongside management teams to accelerate commercial growth and expand technologies into global markets.

As part of this strategy, Reliance completed an investment in Enquantum Ltd., a cybersecurity company developing post-quantum encryption technologies designed to protect digital infrastructure from emerging threats associated with advances in quantum computing. The transaction establishes a pathway for Reliance to obtain majority control of the Enquantum platform as the business continues to scale.

The Company has also entered into an non-binding term sheet to acquire a majority stake in Scentech Medical, an AI-based diagnostics company developing non-invasive breath-analysis product candidate to detect disease-associated molecular signatures.

Reflecting its evolving strategic direction, the Company transitioned its Nasdaq ticker symbol from RELI to EZRA during the year.

Reliance’s insurance and InsurTech operations continue to provide a stable operating foundation, generating more than $12 million in commission income during 2025. Management remains focused on enhancing operational efficiency within its insurance and InsurTech operations while pursuing targeted technology investments through EZRA International Group.

During 2025, Reliance also simplified its operating structure and strengthened its balance sheet through several strategic actions. The Company completed the sale of Fortman Insurance Services and divested its remaining Employee Benefits Solutions and U.S. Benefits Alliance businesses, generating capital used to reduce long-term debt and improve financial flexibility.

Management intends to continue identifying opportunities to expand its technology platform through EZRA International Group while maintaining disciplined capital allocation.

2025 Financial Highlights

The following summarizes select financial results for the year ended December 31, 2025:

• Strategic transition and portfolio realignment: During 2025, the Company executed a portfolio realignment through the sale of Fortman Insurance Services, Employee Benefits Solutions, and U.S. Benefits Alliance. Proceeds from these transactions were used to reduce debt, strengthen the balance sheet, and simplify operations as Reliance repositioned the business to advance its Scale51 technology growth strategy. The Company’s insurance brokerage and InsurTech platforms continue to provide a stable operating foundation supporting this expansion.
• Unrestricted cash increased by approximately $0.9 million, or 250%, to approximately $1.3 million as of December 31, 2025, compared with approximately $0.4 million as of December 31, 2024.
• Working capital improved by approximately $1.5 million, or 351%, to approximately $1.9 million as of December 31, 2025, and stockholders’ equity increased by approximately $3.4 million, or 114%, to approximately $6.4 million, compared with December 31, 2024.
• Commission income was $12.4 million for the year ended December 31, 2025, compared with $14.1 million for the year ended December 31, 2024, representing a decrease of $1.6 million, or 12%. The decrease was primarily attributable to the Company’s portfolio realignment during 2025, including the divestiture of the Fortman Insurance Services, Employee Benefits Solutions, and U.S. Benefits Alliance businesses.
• Commission expense was $4.6 million in 2025, compared with $4.2 million in 2024, representing an increase of $0.4 million, or 10%. The increase primarily reflects higher commissions associated with increased sales activity in certain of the Company’s operations, as well as general market-driven increases in commission rates across the insurance sector.
• Salaries and wages totaled $10.3 million in 2025, compared with $7.2 million in 2024, representing an increase of $3.1 million, or 43%. The increase was primarily attributable to non-cash share-based compensation, partially offset by the elimination of salaries associated with Fortman Insurance Services following its divestiture.
• General and administrative expenses were $4.9 million in 2025, compared with $4.2 million in 2024, representing an increase of $0.7 million, or 16%. The increase was primarily driven by non-cash equity awards to directors and service providers, partially offset by operational efficiencies associated with the Company’s OneFirm initiative.
• Net loss improved to $7.0 million in 2025, compared with $9.1 million in 2024, representing an improvement of $2.1 million. The improvement was primarily attributable to the gain recognized on the sale of certain businesses during the year, as well as the absence of asset impairment charges recorded in the prior year.
• Adjusted EBITDA (“AEBITDA”), a non-GAAP financial measure, was ($1.6 million) in 2025, compared with ($0.3 million) in 2024. The change was primarily driven by lower revenue following the Company’s portfolio realignment transactions during 2025, as well as higher operating costs and higher commission expense associated with increased sales activity within certain of the Company’s remaining operations.
  

Conference Call

Reliance Global Group will host a conference call Tuesday, March 10, 2026, at 4:30 PM Eastern Time to discuss financial results and provide a business update.

The conference call will be available via telephone by dialing +1 888-506-0062 for U.S. callers or +1 973-528-0011 for international callers and entering access code 121907. A webcast of the call may be accessed at https://www.webcaster4.com/Webcast/Page/2381/53733 or through the investor relations section of the Company’s website at https://relianceglobalgroup.com/events-and-presentations/.

A webcast replay will be available on the investor relations section of the Company’s website through March 10, 2027. A telephone replay will be available approximately one hour following the call through March 24, 2026, and can be accessed by dialing +1 877-481-4010 for U.S. callers or +1 919-882-2331 for international callers and entering access code 53733.

About Reliance Global Group, Inc.

Reliance Global Group, Inc. (NASDAQ: EZRA) is an InsurTech pioneer, leveraging artificial intelligence (AI), and cloud-based technologies, to transform and improve efficiencies in the insurance agency/brokerage industry. The Company’s business-to-business InsurTech platform, RELI Exchange, provides independent insurance agencies an entire suite of business development tools, enabling them to effectively compete with large-scale national insurance agencies, whilst reducing back-office cost and burden. The Company’s business-to-consumer platform, 5minuteinsure.com, utilizes AI and data mining, to provide competitive online insurance quotes within minutes to everyday consumers seeking to purchase auto, home, and life insurance. In addition, the Company operates its own portfolio of select retail “brick and mortar” insurance agencies which are leaders and pioneers in their respective regions throughout the United States, offering a wide variety of insurance products.

In addition to its insurance and InsurTech operations, Reliance operates EZRA International Group, its strategic growth platform focused on identifying, acquiring, and building majority or controlling stakes in high-growth technology companies. EZRA International Group is designed to complement Reliance’s core insurance business by expanding market reach and supporting long-term shareholder value creation through disciplined capital allocation and active ownership.

Further information about the Company can be found at https://www.relianceglobalgroup.com.

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are generally identifiable by the use of words or expressions such as “may,” “should,” “could,” “would,” “will,” “expect,” “anticipate,” “intend,” “plan,” “believe,” “estimate,” “continue,” “seek,” “potential,” “target,” or similar expressions.

Forward-looking statements in this press release include, without limitation, statements regarding: the Company’s strategy to expand into technology-driven sectors through its Scale51 initiative and EZRA International Group platform; the Company’s ability to identify, acquire, invest in and scale innovative technology companies; the potential acquisition of a majority stake in Scentech Medical pursuant to the non-binding term sheet and the timing or likelihood of entering into definitive agreements or completing such transaction; the Company’s investment in Enquantum Ltd. and the anticipated development, commercialization and market adoption of its post-quantum cybersecurity technologies; the Company’s ability to integrate or support technology businesses within its operating platform; anticipated strategic, operational and financial benefits of these initiatives; the Company’s ability to continue strengthening its balance sheet and redeploy capital following the sale of non-core insurance operations; and the Company’s broader business strategy, capital allocation priorities and growth outlook.

These forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties, many of which are beyond the Company’s control. Such risks and uncertainties include, without limitation: the risk that the contemplated transaction with Scentech Medical is not completed or is completed on different terms than currently anticipated; risks associated with early-stage technology investments, including the development, commercialization and adoption of new technologies; the Company’s ability to successfully execute its Scale51 strategy and integrate or support new technology investments; the possibility that anticipated strategic or financial benefits from these initiatives may not be realized within expected timeframes or at all; the Company’s ability to access capital and maintain sufficient liquidity to support its strategic initiatives; risks associated with operating in emerging technology sectors including cybersecurity, artificial intelligence and digital health; and general business, economic, market, interest rate and geopolitical conditions.

Actual results may differ materially from those expressed or implied by these forward-looking statements. Additional information regarding factors that may cause actual results to differ materially is included under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, as amended, and in the Company’s subsequent Quarterly Reports on Form 10-Q and other filings with the Securities and Exchange Commission. Except as required by applicable law, the Company undertakes no obligation to publicly update or revise any forward-looking statements to reflect events or circumstances after the date of this press release.

Contact:

Crescendo Communications, LLC
Tel: +1 (212) 671-1020
Email: EZRA@crescendo-ir.com

INFORMATION REGARDING A NON-GAAP FINANCIAL MEASURE

The Company believes certain financial measures which meet the definition of non-GAAP financial measures, as defined in Regulation G of the SEC rules, provide important supplemental information. Namely our key financial performance metric Adjusted EBITDA (“AEBITDA”) is a non-GAAP financial measure that is not in accordance with, or an alternative to, measures prepared in accordance with GAAP. “AEBITDA” is defined as earnings before interest, taxes, depreciation, and amortization (EBITDA) with additional adjustments as further outlined below, to result in Adjusted EBITDA (“AEBITDA”). The Company considers AEBITDA an important financial metric because it provides a meaningful financial measure of the quality of the Company’s operational, cash impacted and recurring earnings and operating performance across reporting periods. Other companies may calculate Adjusted EBITDA differently than we do, which might limit its usefulness as a comparative measure to other companies in the industry. AEBITDA is used by management in addition to and in conjunction (and not as a substitute) with the results presented in accordance with GAAP. Management uses AEBITDA to evaluate the Company’s operational performance, including earnings across reporting periods and the merits for implementing cost-cutting measures. We have presented AEBITDA solely as supplemental disclosure because we believe it allows for a more complete analysis of results of operations and assists investors and analysts in comparing our operating performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance. Consistent with Regulation G, a description of such information is provided below herein and tabular reconciliations of this supplemental non-GAAP financial information to our most comparable GAAP information are contained in this Annual Report on Form 10-K under “Results of Operations”.

We exclude the following items, and the following items define our non-GAAP financial measure AEBITDA:

• Interest and related party interest expense: Unrelated to core Company operations and excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.
  Depreciation and amortization: Non-cash charge, excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.
• Goodwill and/or asset impairment: Non-cash charge, excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.
• Equity-based compensation: Non-cash compensation provided to employees, directors and third parties, excluded to provide more meaningful supplemental information regarding the Company’s core cash impacted operational performance.
• Change in estimated acquisition earn-out payables: An Earn-out liability is a liability to the seller upon an acquisition which is contingent on future earnings. These liabilities are valued at each reporting period and the changes are reported as either a gain or loss in the change in estimated acquisition earn-out payables account in the consolidated statements of operations. The gain or loss is non-cash, can be highly volatile and overall is not deemed relevant to ongoing operations, thus, it’s excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.
• Recognition and change in fair value of warrant liabilities: This account includes changes to derivative warrant liabilities which are valued at each reporting period and could result in either a gain or loss. The period changes do not impact cash, can be highly volatile, and are unrelated to ongoing operations, and thus are excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.
• Other (income) expense, net: This account includes non-routine and/or non-core operating income or expenses and other individually de minimis items and these amounts are excluded as unrelated to core operations of the company.
• Gain on sale: This account includes gains on sale from certain agency divestitures that occurred in the period which are unrelated to primary Company operations and are excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.
• Transactional costs: This includes expenses related to mergers, acquisitions, financings and refinancings, and amendments or modification to indebtedness. These costs are unrelated to primary Company operations and are excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.
• Non-standard costs: This account includes non-standard non-operational items, related to costs incurred for a legal suit the Company has filed against one of the third parties involved in the previously disclosed discontinued operations and is excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.
• Unrealized and realized gains (losses) on digital assets, net: This account includes unrealized and realized gains and losses from digital assets and is thus excluded to provide more meaningful supplemental information regarding the Company’s core operational performance.

The following table provides a reconciliation from net loss to AEBITDA for the periods ended December 31, 2025 and 2024, respectively: