Gaia Inc. filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits

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

GAIA, INC.

(Exact name of Registrant as Specified in Its Charter)

(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:

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

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 ☐

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.

On June 27, 2025, the Board of Directors (the “Board”) of Gaia, Inc. (the “Company” or “Gaia”) appointed Kiersten Medvedich, age [52], as Chief Executive Officer (“CEO”). Ms. Medvedich took over the CEO position from James Colquhoun, who transitioned to the position of Chief Business Development Officer on June 26, 2025. Ms. Medvedich will report to Jirka Rysavy, the Executive Chairman of Gaia. Ms. Medvedich became Gaia's Executive Vice President of Content in June 2020, joined the Office of President in November 2020 and was promoted to President in June 2023. Prior to this, Ms. Medvedich was Senior Vice President of Content since November 2016 when she joined Gaia. Ms. Medvedich’s compensation remains unchanged from that previously disclosed on the Schedule 14A Proxy Statement filed with the Securities Exchange Commission on April 8, 2025.

A copy of the press release issued by the Company on June 30, 2025, is attached as Exhibit 99.1 hereto.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

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.