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 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..
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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) |
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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: July 2, 2026 | ||
| Linkhome Holdings Inc. | ||
| By: | /s/ Bill Qin | |
| Name: | Bill Qin | |
| Title: | Chief Executive Officer | |
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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