LHAI 8-K
Linkhome Holdings Inc. (LHAI)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
Current Report
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
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Item 1.01 Entry into a Material Definitive Agreement.
On January 20, 2026, Linkhome Holdings Inc., a Nevada corporation (the “Company”), entered into lock-up agreements (each, a “Lock-Up Agreement”) with certain of its major shareholders holding more than 5% of the Company’s outstanding shares and members of the Company’s management team, including the Chief Executive Officer, representing an aggregate of 8.07 million shares (collectively, the “Lock-Up Holders”) pursuant to which each Lock-Up Holder has voluntarily agreed, among other things, not to directly or indirectly offer, sell, transfer or otherwise dispose of any shares of or securities convertible into, or exercisable or exchangeable for, the Company’s Common Stock, par $0.001 per share (the “Shares”), held by them, for a period commencing on the date of the Lock-Up Agreements and continuing until July 24, 2026, subject to certain exceptions. The Lock-Up Holders’ voluntary entry into the Lock-Up Agreements extends the original six-month lock-up period applicable to the Lock-Up Holders by an additional six months, as originally established in connection with the Company’s initial public offering, the final prospectus of which was filed with the Securities and Exchange Commission on July 25, 2025.
A copy of the form of Lock-Up Agreement is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. The foregoing description of the Lock-Up Agreements does not purport to be complete and is qualified in its entirety by reference to the complete text of each Lock-Up Agreement.
Item 7.01 Regulation FD Disclosure.
On January 21, 2026, the Company issued a press release announcing the Company’s entry into the Lock-Up Agreements. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
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 of 1933, as amended, or the Exchange Act.
Forward-Looking Statements
Certain statements in this Current Report on Form 8-K are forward-looking statements for purposes of the safe harbor provisions under the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements may include estimates or expectations about Linkhome Holdings Inc.’s possible or assumed operational results, financial condition, business strategies and plans, market opportunities, competitive position, industry environment, and potential growth opportunities. In some cases, forward-looking statements can be identified by terms such as “may,” “will,” “should,” “design,” “target,” “aim,” “hope,” “expect,” “could,” “intend,” “plan,” “anticipate,” “estimate,” “believe,” “continue,” “predict,” “project,” “potential,” “goal,” or other words that convey the uncertainty of future events or outcomes. These statements relate to future events or to Linkhome Holdings Inc.’s future financial performance, and involve known and unknown risks, uncertainties and other factors that may cause Linkhome Holdings Inc.’s actual results, levels of activity, performance, or achievements to be different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. You should not place undue reliance on forward-looking statements because they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond Linkhome Holdings Inc.’s control and which could, and likely will, affect actual results, levels of activity, performance or achievements. Some of the risks and uncertainties, although not all risks and uncertainties, that could cause the Company’s actual results to differ materially from those presented in its forward-looking statements are set forth in the “Risk Factors” section in the Company’s Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q, and all of its other filings with the U.S. Securities and Exchange Commission, as such risks, uncertainties and other important factors may be updated from time to time in the Company’s subsequent reports. Any forward-looking statement reflects Linkhome Holdings Inc.’s current views with respect to future events and is subject to these and other risks, uncertainties and assumptions relating to Linkhome Holdings Inc.’s operations, results of operations, growth strategy and liquidity.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits:
| Exhibit No. | Description | |
| 10.1 | Form of Lock-Up Agreement. | |
| 99.1 | Press release dated January 21, 2026. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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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 hereunto duly authorized.
| Dated: January 21, 2026 | ||
| Linkhome Holdings Inc. | ||
| By: | /s/ Bill Qin | |
| Name: | Bill Qin | |
| Title: | Chief Executive Officer | |
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Exhibit 10.1
LOCK-UP AGREEMENT
January 20, 2026
Linkhome
Holdings Inc.
17901 Von Karman Ave, Ste 450
Irvine, CA 92614
| Re: | Linkhome Holdings Inc. |
Ladies and Gentlemen:
For good and valuable consideration, receipt of which is hereby acknowledged, the undersigned, a holder of common stock, par value $0.001 per share (the “Common Stock”), or rights to acquire shares of Common Stock (the “Shares”), of Linkhome Holdings Inc., a corporation incorporated under the laws of the State of Nevada (the “Company”), hereby agrees, for the benefit of the Company, that without the prior written consent of the Company, the undersigned will not, during the period commencing on January 24, 2026 and continuing through July 24, 2026 (the “Lock-Up Period”), directly or indirectly, unless otherwise provided herein:
(a) offer, sell, agree to offer or sell, solicit offers to purchase, grant any call option, or purchase any put option with respect to, pledge, encumber, assign, borrow, or otherwise dispose of (each a “Transfer”) any Relevant Security (as defined below) or otherwise publicly disclose the intention to do so; or
(b) establish or increase any “put equivalent position” or liquidate or decrease any “call equivalent position” with respect to any Relevant Security (in each case within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations thereunder), or otherwise enter into any swap, derivative, or other transaction or arrangement that transfers to another, in whole or in part, any economic consequence of ownership of a Relevant Security, whether or not such transaction is to be settled by the delivery of Relevant Securities, other securities, cash, or other consideration, or otherwise publicly disclose the intention to do so.
As used herein, the term “Relevant Security” means any Share, any warrant to purchase Shares, or any other security of the Company or any other entity that is convertible into, or exercisable or exchangeable for, Shares or any other equity security of the Company, in each case owned beneficially or otherwise by the undersigned on the date hereof or acquired by the undersigned during the Lock-Up Period.
Permitted Transfers
The foregoing paragraph shall not apply to:
(a) transactions relating to shares of Common Stock or other securities acquired in the open market;
(b) bona fide gifts, sales, charitable contributions, or other dispositions of shares of any class of the Company’s capital stock; provided that
(i) the transferee or donee agrees in writing to be bound by the terms of this Lock-Up Agreement to the same extent as if such transferee were a party hereto, and
(ii) the undersigned provides the Company with at least two (2) business days’ prior written notice of such transfer;
(c) the exercise of warrants, the conversion of convertible securities, or the exercise of stock options granted pursuant to the Company’s equity incentive plans or otherwise outstanding on the date hereof; provided that the restrictions of this Lock-Up Agreement shall apply to any shares of Common Stock issued upon such exercise or conversion;
(d) the establishment of a contract, instruction, or plan that satisfies all requirements of Rule 10b5-1 under the Exchange Act (a “Rule 10b5-1 Plan”); provided, however, that no sales may be made pursuant to such plan prior to the expiration of the Lock-Up Period, and the Company shall not be required to publicly disclose the existence of such plan during the Lock-Up Period;
(e) transfers of Common Stock to any beneficiary of the undersigned or to any trust, limited liability company, partnership, or corporation for the direct or indirect benefit of the undersigned or the undersigned’s immediate family; provided that the transferee agrees to be bound by this Lock-Up Agreement; or
(f) transfers or withholdings of Common Stock to the Company or its affiliates in connection with the “net” or “cashless” exercise or vesting of equity awards, or to satisfy tax withholding obligations.
For purposes hereof, “immediate family” means any relationship by blood, marriage, or adoption, not more remote than first cousin.
Stop Transfer Instructions
In furtherance of the undersigned’s obligations hereunder, the undersigned authorizes the Company during the Lock-Up Period to instruct its transfer agent to decline to transfer, and to note stop-transfer restrictions on, any Relevant Securities the transfer of which would violate this Lock-Up Agreement.
Representations; Binding Effect
The undersigned represents and warrants that it has full power and authority to enter into this Lock-Up Agreement, which constitutes a legal, valid, and binding obligation, enforceable in accordance with its terms. This Lock-Up Agreement shall be binding upon the undersigned’s successors and assigns.
Governing Law
This Lock-Up Agreement shall be governed by and construed in accordance with the laws of the State of New York, without regard to conflict-of-laws principles.
Delivery of a signed copy by PDF or electronic transmission shall be effective.
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SIGNATURE PAGE
IN WITNESS WHEREOF, the undersigned has executed this Lock-Up Agreement as of the date first written above.
Very truly yours,
Signature: ___________________________
Name (print):
Title (if applicable): ___________________________
Entity (if applicable): ___________________________
Number of Securities:
Common Stock: ________________________
Options: _______ _______________________
Warrants: ____ __________________________
Other Convertible Securities: ___ _________
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Exhibit 99.1
Linkhome Holdings Inc. Announces Lock-Up Extension by Principal Shareholders
IRVINE, California, Jan. 21, 2026 (GLOBE NEWSWIRE) -- Linkhome Holdings Inc. (“Linkhome” or the “Company”), an AI-powered real estate technology company, today announced that its principal shareholders have entered into agreements with the Company to extend their lock-up restrictions until July 24, 2026. This extension follows the original six-month lock-up period established in connection with the Company’s initial public offering.
The principal shareholders participating in the lock-up extension collectively hold approximately 8.07 million shares of the Company’s issued and outstanding common stock. Pursuant to the terms of the lock-up agreements, these shareholders are prohibited from, directly or indirectly, selling, transferring, or otherwise disposing of the Company’s common stock, or any securities exercisable for, exchangeable for, or convertible into common stock, without the Company’s prior written consent, until July 24, 2026.
This lock-up extension reflects the continued long-term confidence and support of the Company’s founder, principal shareholders, and management team as Linkhome executes on its strategic initiatives and advances its growth across key real estate and financial technology markets.
“We are grateful to our principal shareholders for their ongoing support and shared commitment to Linkhome’s long-term vision,” said Bill Qin, Chief Executive Officer of Linkhome Holdings Inc. “This voluntary lock-up extension provides a strong foundation as we continue to scale our AI-driven real estate platform and work to deliver sustainable value to our shareholders.”
About Linkhome Holdings Inc.
Linkhome Holdings Inc. is an AI-driven real estate technology company focused on transforming the way people search for, purchase, and finance homes. Through its proprietary artificial intelligence platform, Linkhome integrates real estate search, transaction services, and financial technology solutions to enhance efficiency, transparency, and accessibility across residential real estate markets. The Company is committed to leveraging advanced technology to create long-term value for consumers, partners, and shareholders.
Forward-Looking Statements
Certain statements in this press release are “forward-looking statements” as defined under the federal securities laws. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy, and financial needs. Investors can identify forward-looking statements by words such as “believe,” “plan,” “expect,” “intend,” “should,” “seek,” “estimate,” “will,” “aim,” and “anticipate,” or other similar expressions in this press release. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent events or circumstances, or changes in its expectations, except as required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure investors that such expectations will prove to be correct. Actual results may differ materially from those anticipated, and investors are encouraged to review other factors that may affect the Company’s future results, as discussed in the Company’s filings with the U.S. Securities and Exchange Commission, which are available at www.sec.gov.
For further information, please contact:
Investor
Relations
Linkhome
Holdings Inc.
Edward Frost
Email: [email protected]
Phone: 800-680-9158