{"url_path":"/sec/plus/8-k/2026-01-26/item-8-01","section_key":"item-8-01","section_title":"Item 8.01 Other Events.","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-01-26","source_url":"https://www.sec.gov/Archives/edgar/data/1022408/0001140361-26-002378-index.html","accession_number":"0001140361-26-002378","cik":"0001022408","ticker":"PLUS","issuer_name":"EPLUS INC","edgar_url":"https://www.sec.gov/Archives/edgar/data/1022408/0001140361-26-002378-index.html","primary_entity_key":"0001022408","primary_entity_name":"EPLUS INC"},"word_count":591,"has_tables":true,"body_markdown":"Item 8.01\n\nOther Events.\n\n \n\nePlus inc. (“we,” “our,” or “ePlus”) is filing this Current Report on Form 8-K (the “Form 8-K”), including Exhibit 99.1, solely to retrospectively recast certain financial information and related disclosures included in our Annual Report on Form 10-K for the fiscal year ended March 31, 2025, which was filed with the U.S. Securities and Exchange Commission (the “SEC”) on May 22, 2025 (the “2025 Form 10-K”). This Form 8-K, including the retrospectively recast financial information and disclosures in Exhibit 99.1, will be incorporated by reference into our Form S-3 and Form S-8 registration statements on file with the SEC, as well as its other future filings, as we may determine. The information contained in this Form 8-K, including the retrospectively recast financial information and disclosures in Exhibit 99.1, is not an amendment to, or a restatement of, the 2025 Form 10-K.\n\n \n\n \n\nAs previously disclosed, on\nJune 30, 2025, we completed the sale of 100% of the membership interests of\nExpo Holdings, LLC, a Delaware limited liability company and our wholly-owned\nsubsidiary (“HoldCo”), to Marlin Leasing Corporation, a Delaware corporation\n(d/b/a PEAC Solutions) pursuant to the terms of the Membership Interest\nPurchase Agreement, dated June 20, 2025 (the “Sale Transaction”). By selling HoldCo,\ntogether with its U.S. subsidiaries, we sold our domestic financing business\nthat comprised most of our\nfinancing business segment, which is a business that\nfinances information technology equipment, software and related services for\ncustomers. We continue to own the international entities in the financing\nbusiness. This divestiture positions us to focus on being a technology\nsolutions provider and represents a strategic shift in our operations. As a\nresult of the Sale Transaction, we determined that the domestic financing\nbusiness that was sold met the definition of discontinued operations. We\nstarted presenting the domestic financing business as discontinued operations\nin our consolidated financial statements beginning with our Quarterly Report on\nForm 10-Q for the quarterly period ended June 30, 2025, which was filed with\nthe SEC on August 7, 2025.\n\n \n\n \n\nThis Form 8-K is being filed by us solely to retrospectively recast certain prior period financial information and related disclosures contained in the 2025 Form 10-K to present the operations of the domestic financing business as discontinued operations separately from our continuing operations. Included within Exhibit 99.1 to this Form 8-K and incorporated by reference herein are the following items of the 2025 Form 10-K, each recast to present the domestic financing business as discontinued operations in our consolidated financial information and certain related disclosures:\n\n \n\n• Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations; and\n\n• Part II, Item 8. Financial Statements and Supplementary Data.\n\n \n\nExcept as specifically set forth in Exhibit 99.1 to retrospectively recast our prior financial results of the domestic financing business as discontinued operations, no revisions or updates are made to the 2025 Form 10-K to update for other information, developments or events that have occurred since the 2025 Form 10-K that was filed with the SEC, and, therefore, this Form 8-K does not reflect events occurring after such filing of the 2025 Form 10-K. This Form 8-K and Exhibit 99.1 should be read in conjunction with the 2025 Form 10-K and our subsequent filings with the SEC, including the Quarterly Reports on Form 10-Q for the periods ended June 30, 2025 and September 30, 2025. These subsequent SEC filings contain important information regarding events, risks, developments and updates affecting us and our expectations that have occurred since the filing of our 2025 Form 10-K."}