UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
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Item 2.02 Results of Operations and Financial Condition.
On January 27, 2026, Venu Holding Corporation (the “Company”) issued a press release announcing certain preliminary estimates of unaudited selected financial data for the three months and year ended December 31, 2025. The preliminary financial estimated results are based on currently available information and do not present all information necessary for an understanding of the Company’s financial condition as of, and its results and operations for, the fiscal quarter and year ended December 31, 2025. A copy of the press release is furnished with this Current Report on Form 8-K (this “Current Report”) as Exhibit 99.1.
Item 7.01 Regulation FD Disclosure.
On January 27, 2026, the Company issued a press release announcing the commencement of a registered underwritten public offering of its common stock. A copy of the press release is furnished with this Current Report as Exhibit 99.2.
The information contained in Items 2.02 and 7.01 of this Current Report (including Exhibits 99.1 and 99.2) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, and shall not be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |
| 99.1 | Press Release issued by Venu Holding Corporation on January 27, 2026 | |
| 99.2 | Press Release issued by Venu Holding Corporation on January 27, 2026 | |
| 104 | Cover page Interactive Data File (embedded within the Inline XBRL document) |
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.
| VENU HOLDING CORPORATION | ||
| (Registrant) | ||
| Dated: January 27, 2026 | By: | /s/ J.W. Roth |
| J.W. Roth | ||
| Chief Executive Officer and Chairman |