Sadot Group Inc.

Item 2.02 Results of Operations and Financial Condition. On August 14, 2026, Sadot Group Inc. (the “Company”) issued a press release announcing its financial results for the three and six months ended June 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated into this Item 2.02 by reference. The information contained in this Item 2.02, including Exhibit 99.1, is being 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, and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such a filing. Forward-Looking Statements This Current Report on Form 8-K and Exhibit 99.1 contain forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. Forward-looking statements may include, but are not limited to, statements regarding the Company’s preliminary July 2026 revenue and the anticipated contribution of the TradeOS platform, the Company’s ability to evidence compliance with Nasdaq Listing Rule 5550(b)(1) in its Quarterly Report on Form 10-Q for the quarter ending September 30, 2026 and to maintain the listing of its common stock on Nasdaq, the Company’s liquidity and ability to continue as a going concern, its ability to obtain additional financing or restructure existing indebtedness on acceptable terms or at all, the resolution of existing defaults, the potential dilution to stockholders resulting from outstanding convertible instruments and anti-dilution adjustments, the sufficiency of authorized but unissued shares, and the receipt of stockholder approvals, as well as statements, other than historical facts, that address activities, events or developments that the Company intends, expects, projects, believes or anticipates will or may occur in the future. These statements are often characterized by terminology such as “believes,” “hopes,” “may,” “anticipates,” “should,” “intends,” “plans,” “will,” “expects,” “estimates,” “projects,” “positioned,” “strategy” and similar expressions and are based on assumptions and assessments made in light of management’s experience and perception of historical trends, current conditions and expected future developments. Forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties, many of which are outside of the Company’s control. Important factors that could cause actual results, developments and business decisions to differ materially from forward-looking statements are described in the sections titled “Risk Factors” in the Company’s filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended December 31, 2025, its Quarterly Reports on Form 10-Q, its Registration Statement on Form S-1 and its Current Reports on Form 8-K. The safe harbor provided by the Private Securities Litigation Reform Act of 1995 does not apply to statements of historical fact, to statements made in connection with an initial public offering, or in an action brought by the Securities and Exchange Commission, and by its terms does not extend to an issuer of penny stock. Forward-looking statements are made as of the date of this Current Report on Form 8-K, and the Company undertakes no duty to update or revise any such statements, whether as a result of new information, future events or otherwise.