PSQ Holdings, Inc.

8-K · tm2616483d1_8k.htm iXBRL

0001847064

 2026-05-26
 2026-05-26

 0001847064

 psqh:ClassCommonStockParValue0.0001PerShareMember

 2026-05-26
 2026-05-26

 0001847064

 psqh:RedeemableWarrantsEachWholeWarrantExercisableForOneShareOfClassCommonStockAtExercisePriceOf11.50PerShareMember

 2026-05-26
 2026-05-26

 iso4217:USD

 xbrli:shares

 iso4217:USD

 xbrli:shares

  

  

  

 UNITED STATES

 SECURITIES AND EXCHANGE COMMISSION

 Washington, D.C. 20549

  

 FORM  8-K

  

 CURRENT
REPORT

  

 PURSUANT TO SECTION 13 OR 15(d) OF
THE

SECURITIES EXCHANGE ACT OF 1934

  

 Date of Report (Date of earliest event reported):
 May 26 , 2026

  

 PSQ
Holdings, Inc.

 (Exact name of registrant as specified in its
charter)

  

 Delaware
  
 001-40457
  
 86-2062844

 (State or other jurisdiction

 of incorporation)
  
 (Commission File Number)
  
 (I.R.S. Employer

 Identification Number)

  

 515
W Aspen Street Suite 200C

 Bozeman , Montana

  
 59715

 (Address of principal executive
 offices)
  
 (Zip Code)

  

 Registrant’s telephone number, including
area code: ( 754 ) 264-8701

  

  

 (Former name or former address, if changed since
last report)

  

 Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

  

 ¨ Written
 communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

  

 ¨ Soliciting
 material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

  

 ¨ Pre-commencement
 communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

  

 ¨ Pre-commencement
 communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

  

 Securities registered pursuant to Section 12(b) of
the Act:

  

 Title
 of each class
  
 Trading

 Symbol(s)
  
 Name
 of each exchange on which registered

 Class A
 common stock, par value $0.0001 per share
  
 PSQH
  
 New
 York Stock Exchange

 Redeemable
 warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per share
  
 PSQH.WS
  
 New
 York Stock Exchange

  

 Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

  

 Emerging growth company x

  

 If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act. ¨

  

  

  

  

  

 Item 5.02. Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

  

 Resignation of Michael Hebert

  

 On May 26, 2026, Michael Hebert resigned from
his position of Senior Vice President of People of PSQ Holdings, Inc. (the “Company”), effective May 31, 2026. In connection
with his resignation, the Company and Mr. Hebert entered into a Severance Agreement and General Release, dated May 26, 2026 (the “Severance
Agreement”), pursuant to which Mr. Hebert will receive total severance payments of $137,500, minus applicable withholdings, which
represents six months’ pay. Mr. Hebert is also entitled to subsidized COBRA health insurance coverage from June 2026 through the
earlier of (i) December 2026 and (ii) the time that Mr. Hebert obtains new employment, such that Mr. Hebert’s portion of the premium
approximates his regular employee contribution premium. The Severance Agreement also contains a general release in favor of the Company
and provides that Mr. Hebert will continue to abide by the restrictive covenants in his Non-Competition and Non-Solicitation Agreement
with the Company, including his agreement not to (i) solicit the Company’s employees, consultants or independent contractors or
(ii) compete with the Company. Mr. Hebert’s resignation was not the result of a disagreement between Mr. Hebert and the Company
on any matter relating to the Company’s operation, policies, or practices.

  

 The foregoing description of the Severance Agreement
does not purport to be complete and is qualified in its entirety by reference to the full text of the Severance Agreement, a copy of which
is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.

  

 Item 9.01 Financial Statements and Exhibits.

  

 (d) Exhibits

  

 Exhibit
  
 Description

 10.1
  
 Severance Agreement and General Release, by and between PSQ Holdings,
Inc. and Michael Hebert, effective as of May 26, 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.

  

  
 PSQ Holdings, Inc.

  
  

 Date: June 1, 2026
 By:
 /s/ Jim Giudice

  
 Name:
 Jim Giudice

  
 Title:
 Chief Legal Officer