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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): March 10, 2023

EXP WORLD HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

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2219 Rimland Drive, Suite 301

Bellingham, WA 98226

(Address of principal executive offices and Zip Code)

Registrant’s telephone number, including area code: (360) 685-4206

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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 (see General Instruction A.2. below):

☐ 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(g) of the Act:

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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. ☐

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Item 8.01Other Events

As previously disclosed in the Current Report on Form 8-K filed on January 27, 2023, the Company entered into a Stipulation of Compromise and Settlement (the “Settlement Agreement”) with respect to Solak v. eXp World Holdings, Inc., C.A. No.: 2020-1066-PAF, a stockholder derivative lawsuit against certain current and former directors of the Company. The lawsuit is pending in the Delaware Court of Chancery (the “Court”).

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On March 10, 2023, plaintiff and defendants requested, and the Court granted, a Withdrawal of Stipulation of Settlement (“Withdrawal”), which withdraws the request for the Court to approve the Settlement Agreement and terminates the hearing for the consideration of final approval of the Settlement Agreement on April 17, 2023. The parties are required to file an amended scheduling order with the Court within 21 days of the Withdrawal. The Company and the individual defendants deny all of the wrongdoing alleged in the lawsuit and intend to vigorously defend against the claims while minimizing the associated burden and expense.

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The information in this Item 8.01 shall not be deemed “filed” for purposes of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing by the Company under the Exchange Act or the Securities Act, except as expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d)       Exhibits.

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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 thereunto duly authorized.

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