GAIA, INC. Files 8-K on Financials and Operations

Ticker: GAIA · Form: 8-K · Filed: Feb 5, 2025 · CIK: 1089872

Gaia, INC 8-K Filing Summary
FieldDetail
CompanyGaia, INC (GAIA)
Form Type8-K
Filed DateFeb 5, 2025
Risk Levellow
Pages3
Reading Time3 min
Sentimentneutral

Sentiment: neutral

Topics: financial-reporting, operations, sec-filing

TL;DR

GAIA filed an 8-K on Feb 5th covering financials and operations - check for details.

AI Summary

On February 5, 2025, GAIA, INC. filed an 8-K report. The filing primarily concerns the company's financial condition and results of operations, along with other events and disclosures under Regulation FD. Specific financial figures or operational details were not detailed in the provided excerpt.

Why It Matters

This filing provides investors with timely updates on GAIA, INC.'s financial performance and any significant events that could impact the company's value.

Risk Assessment

Risk Level: low — The filing is a standard 8-K reporting routine financial and operational information, not indicating any immediate or unusual risks.

Key Numbers

Key Players & Entities

FAQ

What specific financial results or operational updates are detailed in this 8-K filing?

The provided excerpt does not detail specific financial results or operational updates; it only indicates that the filing pertains to 'Results of Operations and Financial Condition'.

What is the significance of the 'Regulation FD Disclosure' item?

Regulation FD Disclosure indicates that the company is providing information to the public in a non-discriminatory manner, as required by the SEC's fair disclosure rules.

When was GAIA, INC. incorporated, and in which state?

GAIA, INC. was incorporated in Colorado, as indicated by the 'State of incorporation: CO' field.

What is the primary business address and contact phone number for GAIA, INC.?

The primary business address is 833 West South Boulder Road, Louisville, Colorado 80027, and the telephone number is (303) 222-3600.

What were the former names of GAIA, INC. and when did the name changes occur?

The former names were GAIAM, INC. with a name change on May 19, 2008, and GAIAM INC with a name change on July 1, 1999.

Filing Stats: 785 words · 3 min read · ~3 pages · Grade level 10.2 · Accepted 2025-02-05 16:05:21

Filing Documents

02

Item 2.02. Results of Operations and Financial Condition. On February 5, 2025, Gaia, Inc. (the "Company") filed a preliminary prospectus supplement (the "Preliminary Prospectus Supplement") to its effective shelf registration statement on Form S-3 (No. 333-283767) pursuant to Rule 424(b) under the Securities Act of 1933, as amended (the "Securities Act"), relating to an underwritten public offering (the "Offering") of shares of the Company's Class A common stock. The Preliminary Prospectus Supplement contains certain preliminary unaudited estimated financial results for the fourth quarter and fiscal year ended December 31, 2024. Such preliminary unaudited estimated results are furnished in the excerpt from the Preliminary Prospectus Supplement attached hereto as Exhibit 99.1.

01

Item 7.01. Regulation FD Disclosure. A copy of the press release announcing the launch of the Offering is included herewith as Exhibit 99.2 and is incorporated by reference. The information in Items 2.02 and 7.01 and in Exhibits 99.1 and 99.2 attached hereto is intended to be furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing.

01

Item 8.01. Other Events. As part of the Company's ongoing efforts to enhance its corporate governance by increasing the representation of independent directors on the Company's Board of Directors (the "Board"), the Board informed James Colquhoun that it does not intend to nominate him at the Company's 2025 annual meeting of shareholders (the "2025 Annual Meeting"). Mr. Colquhoun will continue to serve as a member of the Board until the 2025 Annual Meeting. Mr. Colquhoun will continue to serve as Chief Executive Officer of the Company following the 2025 Annual Meeting. Additionally, the Board has invited Mr. Colquhoun to remain as a non-voting Board observer following the 2025 Annual Meeting. In this capacity, Mr. Colquhoun will continue to attend Board meetings and receive Board materials, but will not have voting rights or be counted for quorum purposes. The Board intends to nominate Robert Grant as an independent director for election to the Board at the 2025 Annual Meeting to serve for a term to expire at the next annual meeting of shareholders. Mr. Grant will be included as a nominee for election by the shareholders in the Company's proxy statement for the 2025 Annual Meeting.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 99.1 Excerpt from Preliminary Prospectus Supplement, dated February 5, 2025. 99.2 Press Release, issued by the Company on February 5, 2025. 104 Cover Page Interactive Data File (formatted as inline XBRL).

SIGNATURES

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. Gaia, Inc. Date: February 5, 2025 /s/ Ned Preston Name: Ned Preston Title: Chief Financial Officer

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