Superior Group of Companies acquires call center assets

Item 1.01

Entry into a Material Definitive Agreement.

On October 28, 2026 (the "Effective Date"), two subsidiaries within the Contact Centers segment (collectively, "TOG") of Superior Group of Companies, Inc. (the "Company") entered into an Asset and Share Purchase Agreement (the "Purchase Agreement") with EBUS, Inc., a Delaware corporation ("EBUS"), SVCPH, Inc., a Philippine corporation ("SVCPH" and collectively with EBUS, the "Target Group"), and the Target Group's shareholders and a sellers' representative. The Target Group operates a call center and business process outsourcing provider and owns all of the assets used in the operation of such business.

Pursuant to the Purchase Agreement, on the Effective Date, TOG purchased from the Target Group's shareholders all of the issued and outstanding capital stock of SVCPH (the "SVCPH Shares") and substantially all of the assets of EBUS (collectively, the "Transaction"). The purchase price for the Transaction consisted of the following, in each case subject to adjustment as set forth in the Purchase Agreement: (a) approximately $26.9 million in cash (including adjustments for working capital, seller's expenses and indebtedness), of which a portion was placed in escrow to cover potential indemnification claims and post-closing expenses, and (b) a potential maximum earn-out payment of approximately $6.4 million. Any earn-out is tied to revenue and would be payable over the two-year period following the Effective Date. As part of the Transaction, TOG assumed certain liabilities of EBUS.

The Transaction was funded by the Company with borrowings under its syndicated credit facility¹ led by PNC Bank, National Association.

The Purchase Agreement contains representations, warranties, covenants and indemnification provisions negotiated by the parties, which are believed to be customary for transactions of this type. The obligations of the Target Group's shareholders arising from breaches of representations or warranties, and the

Item 7.01

Regulation FD Disclosure.

On November 2, 2026, the Company issued a press release announcing the Purchase Agreement and Transaction, which is attached hereto as Exhibit 99.1².

The information furnished in this Item 7.01 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01

Financial Statements and Exhibits.

(d)

Exhibits:

99.1

Press Release, dated November 2, 2026.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

Signature

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.

SUPERIOR GROUP OF COMPANIES, INC.

By:

/s/ Michael Koempel

Michael Koempel

President and Chief Financial Officer

Date: November 2, 2026

The Office Gurus Announces Acquisition of Select VoiceCom,³

Expanding Global Delivery Capabilities in the Philippines³

Strategic acquisition adds two Philippines sites and deep BPO expertise across healthcare, financial services, legal services, e-commerce and other verticals⁴

ST. PETERSBURG, Fla. — November 2, 2026 — The Office Gurus (TOG), the Contact Centers segment of Superior Group of Companies, Inc. (NASDAQ: SGC), today announced the acquisition of Select VoiceCom (SVC), a Philippines-based business process outsourcing (BPO) provider with delivery centers in Cebu City and Davao.

The acquisition establishes TOG's direct operating presence in the Philippines, expands its global delivery footprint, and advances its Experience Process Outsourcing (EPO) strategy.

"Select VoiceCom has built a terrific business over 18 years, with a talented team, strong client relationships and a people-first culture that aligns with our own," said Dominic Leide, President of The Office Gurus. "SVC gives us an outstanding foundation in the Philippines and new ways to create value for our clients worldwide. We are excited to welcome SVC into the Guru family."

SVC's founding leaders, Mark Shapiro and Trevor Michael, will remain involved to support continuity for clients and employees. Its operations leadership will continue to oversee the Cebu City and Davao sites within TOG's global operations structure. The combined organization wi