Form 8-K
8-K — Linkhome Holdings Inc.
Accession: 0001213900-26-075071
Filed: 2026-07-02
Period: 2026-06-29
CIK: 0002017758
SIC: 6531 (REAL ESTATE AGENTS & MANAGERS (FOR OTHERS))
Item: Completion of Acquisition or Disposition of Assets
Item: Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
Item: Regulation FD Disclosure
Item: Financial Statements and Exhibits
Documents
8-K — ea0296675-8k_linkhome.htm (Primary)
EX-99.1 — PRESS RELEASE DATED JULY 1, 2026 (ea029667501ex99-1.htm)
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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): June 29, 2026
Linkhome Holdings Inc.
(Exact
Name of Registrant as Specified in Charter)
Nevada
001-42652
93-4316797
(State or Other Jurisdiction
of Incorporation)
(Commission File Number)
(I.R.S. Employer
Identification No.)
17901 Von Karman Ave, Ste 450
Irvine,
CA
92614
(Address
of Principal Executive Offices)
(Zip Code)
Registrant’s
Telephone Number, Including Area Code: (800) 680-9158
N/A
(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
Common Stock, par value $0.001
LHAI
The Nasdaq Capital Market
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
2.01 Completion of Acquisition or Disposition of Assets.
As
previously disclosed in the Current Report on Form 8-K filed on May 13, 2026, the Company entered into a Stock Purchase Agreement (the
“Stock Purchase Agreement”) with Constant Investments, Inc. on May 8, 2026, a Texas corporation doing business as Mortgage
One Group (the “Target”), and Jun Choi and Richard Tak, the sole shareholders of the Target (the “Sellers”),
as subsequently amended on May 12, 2026.
On
July 1, 2026, the Company completed the acquisition of all of the issued and outstanding shares of the Target from the Sellers, resulting
in Mortgage One Group becoming a wholly owned subsidiary of the Company. The aggregate consideration for the acquisition consisted of
the issuance by the Company of 300,000 shares of its common stock, par value $0.001 per share, to the Sellers at closing, together with
the Sellers’ right to receive an earnout of up to $750,000 in cash, subject to the terms and conditions previously disclosed and
described in the Stock Purchase Agreement. In connection with the closing, the Company also entered into consulting agreements and restrictive
covenant agreements with each of the Sellers, as previously described.
The
foregoing description of the Stock Purchase Agreement and related agreements does not purport to be complete and is qualified in its
entirety by reference to the complete text of such agreements, which were previously filed as Exhibits 10.1 and 10.2 to the Company’s
Current Report on Form 8-K filed on May 13, 2026.
Item
3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
On
June 29, 2026, Linkhome Holdings Inc. (the “Company”) received a letter (the “Letter”) from the Listing Qualifications
staff of The Nasdaq Stock Market LLC (“Nasdaq”), notifying the Company that, for the last 30 consecutive business days, the
closing bid price of the Company’s common stock has been below the $1.00 minimum bid price requirement for continued listing on
The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Requirement”).
The
Letter provides that the Company has 180 calendar days, or until December 28, 2026 (the “Compliance Period”), to regain compliance
with the minimum bid price requirement. Compliance may be achieved if at any time during this 180-day period the closing bid price of
the Company’s common stock is at least $1.00 for a minimum of ten consecutive business days, in which case Nasdaq will provide
written confirmation of compliance and the matter will be closed. Nasdaq may, in its discretion, require the Company to maintain such
minimum bid price for a period longer than ten days but generally no more than twenty consecutive business days.
If
the Company does not regain compliance by the expiration of the Compliance Period, it may be eligible for an additional 180 calendar
days if it meets the continued listing requirements for market value of publicly held shares and all other initial listing standards
for The Nasdaq Capital Market (except for the Bid Price Requirement), and provides written notice of its intention to cure the deficiency,
including effecting a reverse stock split if necessary. If it appears to Nasdaq staff that the Company will not be able to cure the deficiency,
or if the Company is otherwise not eligible, Nasdaq will issue a notice that the Company’s securities will be subject to delisting.
At that time, the Company may appeal any such delisting determination to a Nasdaq hearings panel.
The
Company intends to monitor the bid price and consider available options to regain compliance with the Nasdaq Listing Rules. However,
there can be no assurance that the Company will be able to regain or maintain compliance with the Bid Price Requirement or any other
Nasdaq listing standards, that Nasdaq will grant the Company any extension of time to regain compliance with the Bid Price Requirement
or any other Nasdaq listing requirements, or that any such appeal to the Nasdaq hearings panel will be successful, as applicable. The
Letter does not affect the Company’s business operations or its reporting obligations under the Securities Exchange Act of 1934.
Item
7.01 Regulation FD Disclosure.
On
July 1, 2026, the Company issued a press release announcing the completion of the acquisition. A copy of the press release is attached
as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The
information in this Item 7.01 (including the exhibits) shall not be deemed to be “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,
and is not incorporated by reference into any filing under the Securities Act, or the Exchange Act..
1
Cautionary
Statement Regarding Forward-Looking Statements
This
Current Report on Form 8-K (this “Form 8-K”) contains forward-looking statements. Such forward-looking statements include,
but are not limited to, statements that express the Company’s intentions, beliefs, expectations, strategies, predictions or any
other statements related to the Company’s future activities, or future events or conditions, including those related to future
compliance with the Bid Price Requirement, which can be identified by terminology such as “may,” “will,” “expects,”
“anticipates,” “aims,” “potential,” “future,” “intends,” “plans,”
“believes,” “estimates,” “continue,” “likely to” and other similar expressions intended
to identify forward-looking statements, although not all forward-looking statements contain these identifying words. These statements
are not historical facts and are based on current expectations, estimates and projections about the Company’s business based, in
part, on assumptions made by its management. These statements are not guarantees of future performance and involve risks, uncertainties
and assumptions that are difficult to predict, many of which are beyond the Company’s control, including risks related to the Company’s
ability to regain compliance with Nasdaq listing standards, the Company’s ability to obtain an additional compliance period, if
needed, the Company’s ability to take actions that may be required for its continued listing on Nasdaq, the Company’s current
liquidity position and the need to obtain additional financing to support ongoing operations, and other risks that may be included in
the periodic reports and other filings that the Company files from time to time with the U.S. Securities and Exchange Commission. Therefore,
actual outcomes and results may differ materially from what is expressed or forecasted in the forward-looking statements. Any forward-looking
statements speak only as of the date on which they are made, and the Company undertakes no obligation to update any forward-looking statement
to reflect events or circumstances after the date of this Form 8-K, except as required by applicable law.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits:
Exhibit
No.
Description
99.1
Press release dated July 1, 2026.
104
Cover
Page Interactive Data File (embedded within the Inline XBRL document)
2
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.
Dated:
July 2, 2026
Linkhome
Holdings Inc.
By:
/s/
Bill Qin
Name:
Bill
Qin
Title:
Chief
Executive Officer
3
EX-99.1 — PRESS RELEASE DATED JULY 1, 2026
EX-99.1
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Exhibit 99.1
Linkhome Holdings Completes Acquisition of Mortgage One Group and
Launches GPU Financing Business
IRVINE, Calif., July 1, 2026 — Linkhome Holdings Inc. (Nasdaq:
LHAI) (“Linkhome” or the “Company”), an AI-powered real estate and fintech company, today announced that it has completed
the acquisition of 100% of the equity interests of Mortgage One Group, marking a significant milestone in the Company’s expansion into
AI financing.
Mortgage One Group currently operates with approximately $28 million
in warehouse lending capacity, employs 39 professionals, and holds mortgage lending licenses across 18 U.S. states. Linkhome intends to
expand the platform’s licensing footprint nationwide, with the long-term objective of serving customers in all 50 states.
Leveraging Mortgage One’s lending platform and financing infrastructure,
Linkhome is launching a new AI Infrastructure Financing business designed to provide financing and capital solutions for GPU servers and
other AI computing infrastructure.
The Company also plans to develop a decentralized GPU Marketplace,
enabling GPU owners to monetize idle computing resources while allowing AI developers, startups, enterprises, and research organizations
to access GPU computing power on demand through a competitive, usage-based marketplace.
“AI infrastructure is rapidly becoming one of the fastest-growing
asset classes in the global technology economy,” said Bill Qin, Chief Executive Officer of Linkhome Holdings. “By combining
financing with AI infrastructure, we aim to lower the barriers to GPU ownership while creating new opportunities for investors, enterprises,
and AI innovators. We believe this acquisition establishes an important foundation for Linkhome’s next phase of growth.”
The Company believes this integrated platform positions Linkhome to
capitalize on the accelerating global demand for AI computing infrastructure while expanding its financial services business into one
of the fastest-growing sectors of the digital economy.
Linkhome expects to announce additional strategic partnerships, technology
initiatives, and product launches in the coming months as it continues executing its AI infrastructure growth strategy.
About Linkhome Holdings Inc.
Linkhome Holdings Inc. (Nasdaq: LHAI) is a California-based AI real
estate and fintech company focused on transforming real estate and financial services through artificial intelligence. The Company utilizes
AI to enhance mortgage lending, financing, and investment solutions while expanding into AI infrastructure businesses, including GPU financing,
AI cloud computing, and AI infrastructure services. Linkhome’s mission is to make financing faster, smarter, and more accessible for consumers,
businesses, and AI innovators.
Forward-Looking Statements
This press release contains “forward-looking statements”
within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended,
and the Private Securities Litigation Reform Act of 1995.
Forward-looking statements generally relate to future events or Linkhome’s
future financial or operating performance and may include statements concerning, among other things, the anticipated benefits of the acquisition
of Mortgage One Group; the Company’s ability to successfully integrate Mortgage One Group into its operations; expected operational efficiencies
and synergies; the expansion of Mortgage One’s mortgage lending platform and licensing footprint into additional states; the development
and commercialization of the Company’s AI infrastructure financing platform, GPU financing products, GPU leasing services, AI cloud computing
offerings, and decentralized GPU marketplace; expected demand for AI infrastructure and GPU computing resources; anticipated strategic
partnerships, product launches, and business opportunities; the Company’s growth strategy; future revenues, operating performance, profitability,
liquidity, capital resources, and market position; and other statements that are not historical facts.
Forward-looking statements are typically identified by words such as
“anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “forecast,”
“future,” “intend,” “may,” “might,” “plan,” “potential,” “project,”
“seek,” “should,” “target,” “will,” “would,” and similar expressions, although not all
forward-looking statements contain these identifying words.
These forward-looking statements are based on current expectations,
assumptions, and beliefs of management and involve significant risks and uncertainties that could cause actual results to differ materially
from those expressed or implied by such statements. Su
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