Form 8-K

8-K — Hour Loop, Inc

Accession: 0001493152-26-024174

Filed: 2026-05-18

Period: 2026-05-15

CIK: 0001874875

SIC: 5961 (RETAIL-CATALOG & MAIL-ORDER HOUSES)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Financial Statements and Exhibits

Documents

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EX-10.2 (ex10-2.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): May 15, 2026

HOUR

LOOP, INC.

(Exact

name of registrant as specified in its charter)

Delaware

001-41204

47-2869399

(State

or other jurisdiction

incorporation)

(Commission

File

Number)

(I.R.S.

Employer

Identification

Number)

8201

164th Ave NE #200, Redmond, WA 98052-7615

(Address

of principal executive offices)

(206)

385-0488 ext. 100

(Registrant’s

telephone number, including area code)

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 (see General Instruction A.2.)

☐

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

HOUR

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 (17 CFR §230.405)

or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging

growth company ☐

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.

Addendum

No. 7 to Lai Employment Agreement

May 15, 2026, Hour Loop, Inc. (the “Company”) entered into Addendum No. 7 (the “Lai Addendum”) to Executive

Employment Agreement, as amended, with Sam Lai (the “Lai Agreement”), the Company’s Chairman of the Board, Chief Executive

Officer, interim Chief Financial Officer, and majority stockholder. Pursuant to the terms of the Lai Addendum, Mr. Lai’s 2026 bonus

targets and payments were revised as follows:

●

the Company grows its net profits (excluding taxes and executives’ bonuses) to at least $1,000,000 during the 2026 fiscal year,

Mr. Lai will receive a bonus equal to 50% of Base Salary (as defined in the Lai Agreement).

●

the Company grows its net profits (excluding taxes and executives’ bonuses) to at least $2,000,000 during the 2026 fiscal year,

Mr. Lai will receive a bonus equal to 100% of Base Salary.

The

satisfaction of the above conditions will be determined at the end of the 2026 fiscal year. For the avoidance of doubt, only one of the

above bonus amounts, if at all, will be payable.

addition, pursuant to the terms of the Lai Addendum, Mr. Lai is entitled to receive a guaranteed bonus of $100,000 on December 22, 2026.

Addendum

No. 7 to Yu Employment Agreement

Also

on May 15, 2026, the Company entered into Addendum No. 7 (the “Yu Addendum”) to Executive Employment Agreement, as

amended, with Sau Kuen (Maggie) Yu (the “Yu Agreement”), the Company’s Senior Vice President, Director and majority

stockholder. Pursuant to the terms of the Yu Addendum, Ms. Yu’s 2026 bonus targets and payments were revised as follows:

●

the Company grows its net profits (excluding taxes and executives’ bonuses) to at least $1,000,000 during the 2026 fiscal year,

Ms. Yu will receive a bonus equal to 50% of Base Salary.

●

the Company grows its net profits (excluding taxes and executives’ bonuses) to at least $2,000,000 during the 2026 fiscal year,

Ms. Yu will receive a bonus equal to 100% of her Base Salary.

The

satisfaction of the above conditions will be determined at the end of the 2026 fiscal year. For the avoidance of doubt, only one of the

above bonus amounts, if at all, will be payable.

addition, pursuant to the terms of the Yu Addendum, Ms. Yu is entitled to receive a guaranteed bonus of $100,000 on December 22, 2026.

Mr.

Lai and Ms. Yu are husband and wife, and together, they beneficially own 33,360,142 shares of the Company’s common stock, representing

approximately 94.8% of the voting power of the Company’s outstanding common stock, with each of Mr. Lai and Ms. Yu beneficially

holding 33,360,142 shares of the Company’s common stock, as each of them is deemed to indirectly beneficially own the other’s

16,680,071 shares.

The

foregoing description of the Lai Addendum and the Yu Addendum is qualified in its entirety by reference to the complete terms and conditions

of the Lai Addendum and the Yu Addendum, copies of which are filed as Exhibits 10.1 and 10.2, respectively, to this Current Report on

Form 8-K, and is incorporated by reference into this Item 5.02.

Item

9.01. Financial Statements and Exhibits.

(d)

Exhibits.

Exhibit

No.

Description

10.1

Addendum No. 7 to Executive Employment Agreement, dated as of May 15, 2026, between the registrant and Sam Lai.

10.2

Addendum No. 7 to Executive Employment Agreement, dated as of May 15, 2026, between the registrant and Sau Kuen Yu.

104

Cover

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

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.

HOUR

LOOP, INC.

Dated:

May 18, 2026

By:

/s/

Sam Lai

Name:

Sam

Lai

Title:

Chief

Executive Officer and Interim Chief Financial Officer

EX-10.1

Filename: ex10-1.htm · Sequence: 2

Exhibit

10.1

Addendum

No. 7 to the Executive Employment Agreement with Sam Lai

This

Addendum No. 7 to Executive Employment Agreement (this “Addendum No. 7”) dated as of May 15, 2026 (the “Addendum Date”)

is entered into by and between Hour Loop, Inc., a Delaware corporation (the “Company”), and Sam Lai (the “Executive”).

The Company and Executive may collectively be referred to as the “Parties” and each individually as a “Party”.

WHEREAS,

the Parties are the parties to certain Executive Employment Agreement dated as of May 27, 2021, as amended (the “Agreement”),

and the Agreement requires that, for fiscal years following the Company’s 2021 fiscal year, the bonus targets and future bonus

plans shall be determined by the Board (as defined in the Agreement) and communicated to Executive, and shall be memorialized in writing

by an addendum to the Agreement executed by Executive and an authorized officer of the Company;

WHEREAS,

the Parties previously entered into Addendum No. 6 to the Agreement (“Addendum No. 6”) setting forth bonus targets and payments

with respect to the 2026 fiscal year; and

WHEREAS,

the Parties now desire to revise the bonus targets and payments with respect to the 2026 fiscal year as set forth herein;

NOW,

THEREFORE, in consideration of the promises and of the mutual covenants and agreements hereinafter set forth, and for other good and

valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Company and Executive hereby agree as follows:

1. Guaranteed

Bonus.

December 22, 2026, the Executive shall be entitled to receive a guaranteed bonus of $100,000

(the “Guaranteed Bonus”).

2. Target

Bonus.

(a) The

Board has determined, and the Parties hereby agree, that for the Company’s 2026 fiscal

year, the Executive’s bonus targets (the “Target Bonus”) and payments shall

be as follows:

(i) If

the Company grows its net profits (excluding taxes and executives’ bonuses) to at least

$1,000,000 during the 2026 fiscal year, the Executive will receive a bonus equal to 50% of

Base Salary (as defined in the Agreement).

(ii) If

the Company grows its net profits (excluding taxes and executives’ bonuses) to at least

$2,000,000 during the 2026 fiscal year, the Executive will receive a bonus equal to 100%

of Base Salary.

(b) The

satisfaction of the conditions set forth in Section 2(a)(i) and Section 2(a)(ii) shall be

determined at the end of the 2026 fiscal year, and, for the avoidance of doubt, only one

of the bonus amounts, if at all, as set forth in Section 2(a)(i) and Section 2(a)(ii) shall

be payable.

the avoidance of doubt, the Target Bonus is in addition to the Guaranteed Bonus.

3. Miscellaneous.

This Addendum No. 7 shall constitute a part of, and shall be deemed included in, the Agreement,

and the Agreement and this Addendum No. 7 shall be interpreted and enforced as one combined

agreement. Other than as addended herein, the Agreement shall remain in full force and effect.

This

Addendum No. 7 may be executed in any number of counterparts, each of which shall be deemed an original. The signature of any Party which

is transmitted by any reliable electronic means such as, but not limited to, a photocopy, electronically scanned or facsimile machine,

for purposes hereof, is to be considered as an original signature, and the document transmitted is to be considered to have the same

binding effect as an original signature or an original document.

WITNESS WHEREOF, the Parties have executed this Addendum No. 7 as of the Addendum Date.

Hour Loop, Inc.

/s/ Sau Kuen Yu

Name:

Sau Kuen Yu

Title:

Senior Vice President

Executive

/s/ Sam Lai

Name:

Sam Lai

EX-10.2

Filename: ex10-2.htm · Sequence: 3

Exhibit

10.2

Addendum

No. 7 to the Executive Employment Agreement with Sau Kuen Yu

This

Addendum No. 7 to Executive Employment Agreement (this “Addendum No. 7”) dated as of May 15, 2026 (the “Addendum Date”)

is entered into by and between Hour Loop, Inc., a Delaware corporation (the “Company”), and Sau Kuen Yu (the “Executive”).

The Company and Executive may collectively be referred to as the “Parties” and each individually as a “Party”.

WHEREAS,

the Parties are the parties to certain Executive Employment Agreement dated as of May 27, 2021, as amended (the “Agreement”),

and the Agreement requires that, for fiscal years following the Company’s 2021 fiscal year, the bonus targets and future bonus

plans shall be determined by the Board (as defined in the Agreement) and communicated to Executive, and shall be memorialized in writing

by an addendum to the Agreement executed by Executive and an authorized officer of the Company;

WHEREAS,

the Parties previously entered into Addendum No. 6 to the Agreement (“Addendum No. 6”) setting forth bonus targets and payments

with respect to the 2026 fiscal year; and

WHEREAS,

the Parties now desire to revise the bonus targets and payments with respect to the 2026 fiscal year as set forth herein;

NOW,

THEREFORE, in consideration of the promises and of the mutual covenants and agreements hereinafter set forth, and for other good and

valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Company and Executive hereby agree as follows:

1. Guaranteed

Bonus.

December 22, 2026, the Executive shall be entitled to receive a guaranteed bonus of $100,000

(the “Guaranteed Bonus”).

2. Target

Bonus.

(a) The

Board has determined, and the Parties hereby agree, that for the Company’s 2026 fiscal

year, the Executive’s bonus targets (the “Target Bonus”) and payments shall

be as follows:

(i) If

the Company grows its net profits (excluding taxes and executives’ bonuses) to at least

$1,000,000 during the 2026 fiscal year, the Executive will receive a bonus equal to 50% of

Base Salary (as defined in the Agreement).

(ii) If

the Company grows its net profits (excluding taxes and executives’ bonuses) to at least

$2,000,000 during the 2026 fiscal year, the Executive will receive a bonus equal to 100%

of Base Salary.

(b) The

satisfaction of the conditions set forth in Section 2(a)(i) and Section 2(a)(ii) shall be

determined at the end of the 2026 fiscal year, and, for the avoidance of doubt, only one

of the bonus amounts, if at all, as set forth in Section 2(a)(i) and Section 2(a)(ii) shall

be payable.

the avoidance of doubt, the Target Bonus is in addition to the Guaranteed Bonus.

3. Miscellaneous.

This Addendum No. 7 shall constitute a part of, and shall be deemed included in, the Agreement,

and the Agreement and this Addendum No. 7 shall be interpreted and enforced as one combined

agreement. Other than as addended herein, the Agreement shall remain in full force and effect.

This

Addendum No. 7 may be executed in any number of counterparts, each of which shall be deemed an original. The signature of any Party which

is transmitted by any reliable electronic means such as, but not limited to, a photocopy, electronically scanned or facsimile machine,

for purposes hereof, is to be considered as an original signature, and the document transmitted is to be considered to have the same

binding effect as an original signature or an original document.

WITNESS WHEREOF, the Parties have executed this Addendum No. 7 as of the Addendum Date.

Hour Loop, Inc.

/s/

Sam Lai

Name:

Sam

Lai

Title:

Chief

Executive Officer

Executive

/s/

Sau Kuen Yu

Name:

Sau Kuen Yu

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