Creative Realities, Inc.

Item 1.01. Entry into a Material Definitive Agreement. On June 29, 2026, Creative Realities, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Craig-Hallum Capital Group LLC (the “Underwriter”) relating to the offering, issuance and sale (the “Offering”) of 2,528,571 shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”), at a public offering price of $3.50 per share, and pre-funded warrants to purchase 900,000 shares of Common Stock (the “Pre-Funded Warrants”) at a public offering price of $3.49 per warrant. In addition, the Company has granted the Underwriter a 30-day option to purchase up to 428,614 additional shares of Common Stock at the public offering price, less underwriting discounts and commissions. The Offering is expected to close on June 30, 2026, subject to the satisfaction of customary closing conditions. The Pre-Funded Warrants have an exercise price of $0.01 per share and a cashless exercise option for a net number of shares of Common Stock determined according to the formula set forth in the Pre-Funded Warrant. The Pre-Funded Warrants are exercisable immediately and without expiration, subject to certain ownership limitations. The exercise price and the number of shares of Common Stock issuable upon exercise of the Pre-Funded Warrants is subject to appropriate adjustments in the event of certain stock dividends and distributions, stock splits, stock combinations, reclassifications or similar events affecting the Common Stock. The net proceeds to the Company from this Offering are expected to be approximately $10.9 million, or approximately $12.3 million if the Underwriter exercises its option to purchase additional shares in full, after deducting underwriting discounts and commissions and estimated offering expenses payable by the Company. The Company intends to use the net proceeds from the Offering to repay $1 million of its outstanding obligations under its term loan facility and the remaining net proceeds to pay down outstanding obligations under its revolving loan facility, resulting in increased availability under the revolving facility that may be used for potential acquisitions and for general corporate purposes. The Underwriting Agreement contains customary representations, warranties and agreements by the Company, customary conditions to closing, indemnification obligations of the Company and the Underwriter, including for liabilities under the Securities Act of 1933, as amended (the “Securities Act”), other obligations of the parties and termination provisions. The representations, warranties and covenants contained in the Underwriting Agreement were made only for purposes of such agreement and as of specific dates, were solely for the benefit of the parties to such agreement, and may be subject to limitations agreed upon by the contracting parties. The Offering is being made pursuant to the Company’s shelf registration statement on Form S-3 (Registration Statement No. 333-296498), which was declared effective by the Securities and Exchange Commission (the “SEC”) on June 16, 2026, and an accompanying prospectus and prospectus supplement filed with the SEC. The foregoing description of the Underwriting Agreement and the Pre-Funded Warrants is not complete and is qualified in its entirety by reference to the full text of the Underwriting Agreement and the Form of Pre-Funded Warrant, copies of which are filed as Exhibit 1.1 and Exhibit 4.1, respectively, and are incorporated by reference herein. A copy of the opinion of Taft Stettinius & Hollister LLP relating to the legality of the issuance and sale of the Common Stock in the Offering is attached as Exhibit 5.1 to this Current Report on Form 8-K. Item 7.01. Regulation FD Disclosure. On June 29, 2026, the Company issued a press release announcing the pricing of the Offering. A copy of the press release is furnished as Exhibit 99.1 and is incorporated herein by reference. The information contained in this Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any of the Company’s filings under the Securities Act or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference to this Current Report on Form 8-K in such filing.