LRHC 10-Q

La Rosa Holdings Corp. (LRHC)

10-Q 2026-08-21 For: 2026-06-30

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Added on August 21, 2026

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Nevada		87-1641189
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

Title of each class:		Trading Symbol(s)		Name of each exchange on which registered:
Common Stock		LRHC		The Nasdaq Stock Market LLC

	Large accelerated filer ☐	Accelerated filer ☐
	Non-accelerated filer ☒	Smaller reporting company ☒
		Emerging growth company ☒

PART I.	FINANCIAL INFORMATION	1

ITEM 1.	FINANCIAL STATEMENTS	1

	CONDENSED CONSOLIDATED BALANCE SHEETS AT JUNE 30, 2026 (UNAUDITED) AND DECEMBER 31, 2025	1

	CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2026 AND 2025 (UNAUDITED)	2

	CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIT) FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2026 AND 2025 (UNAUDITED)	3

	CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2026 AND 2025 (UNAUDITED)	5

	NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)	6

ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	29

ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	43

ITEM 4.	CONTROLS AND PROCEDURES	44

PART II.	OTHER INFORMATION	45

ITEM 1.	LEGAL PROCEEDINGS	45

ITEM 1A.	RISK FACTORS	46

ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES, USE OF PROCEEDS, AND ISSUER PURCHASES OF EQUITY SECURITIES	47

ITEM 3.	DEFAULTS UPON SENIOR SECURITIES	47

ITEM 4.	MINE SAFETY DISCLOSURES	47

ITEM 5.	OTHER INFORMATION	47

ITEM 6.	EXHIBITS	48

	SIGNATURES	51

	June 30, 2026			December 31, 2025
	(unaudited)
Assets
Current assets:
Cash and cash equivalents	$	2,282,397		$	3,086,770
Restricted cash		2,335,717			1,758,531
Digital assets, restricted		10,311,342			—
Accounts receivable, net of allowance for credit losses of $669,883 and $179,643, respectively		1,136,063			1,252,452
Notes receivable		322,267			—
Other current assets		—			15,601
Total current assets		16,387,786			6,113,354

Noncurrent assets:
Restricted cash, net of current		57,275			58,972
Property and equipment, net		3,276			6,094
Right-of-use asset, net		1,032,940			963,991
Intangible assets, net		2,969,975			4,425,042
Goodwill		528,545			1,831,197
Other long-term assets		40,120			44,867
Total noncurrent assets		4,632,131			7,330,163
Total assets	$	21,019,917		$	13,443,517
Liabilities, Series X Preferred Stock Subject to Redemption and Stockholders’ Deficit
Current liabilities:
Accounts payable	$	2,996,924		$	2,895,861
Accrued expenses		320,790			83,876
Contract liabilities		227,951			171,100
Security deposits and escrow payable		2,331,953			1,758,531
Line of credit		147,477			—
Accrued acquisition cash consideration		—			30,000
Notes payable, current		5,613,470			148,757
Lease liability, current		496,072			486,481
Total current liabilities		12,134,637			5,574,606

Noncurrent liabilities:
Note payable, net of current		16,026,760			7,143,803
Security deposits and escrow payable		57,275			58,972
Lease liability, noncurrent		578,533			514,388
Total noncurrent liabilities		16,662,568			7,717,163
Total liabilities		28,797,205			13,291,769

Commitments and contingencies (Note 6)

Series X Preferred Stock Subject to Redemption:
Preferred stock - $0.0001 par value; 50,000,000 shares authorized; 1,800 and 2,000 Series X shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively		—			2,000,000
Stockholders’ Deficit:
Preferred stock - $0.0001 par value; 50,000,000 shares authorized; 216 and 6,000 Series B Convertible Preferred Stock issued and outstanding at June 30, 2026 and December 31, 2025		1			1
Preferred stock - $0.0001 par value; 50,000,000 shares authorized; 100 and 0 Series C Convertible Preferred Stock issued and outstanding at June 30, 2026 and December 31, 2025, respectively		—			—
Preferred stock - $0.0001 par value; 50,000,000 shares authorized; 500 and 0 Series D Convertible Preferred Stock issued and outstanding at June 30, 2026 and December 31, 2025, respectively		—			—
Common stock - $0.0001 par value; 2,000,000,000 shares authorized; 2,025,470 and 20,963 issued and outstanding at June 30, 2026 and December 31, 2025, respectively		203			1
Additional paid-in capital		64,235,530			51,010,523
Accumulated deficit		(72,732,011	)		(57,099,883	)
Total stockholders' deficit – La Rosa Holdings Corp. stockholders		(8,496,277	)		(6,089,358	)
Noncontrolling interest in subsidiaries		718,989			4,241,106
Total stockholders' deficit		(7,777,288	)		(1,848,252	)
Total liabilities, Series X Subject to Redemption and stockholders deficit	$	21,019,917		$	13,443,517

	*Three Months Ended June 30,*						*Six Months Ended June 30,*
	*2026*			*2025*			*2026*			*2025*
Revenue	$	15,051,716		$	20,232,097		$	28,627,322		$	34,867,871

Cost of revenue		13,320,274			18,379,869			24,902,453			31,477,975

Gross profit		1,731,442			1,852,228			3,724,869			3,389,896

Operating expenses:
Sales and marketing		187,946			606,298			597,224			1,169,447
General and administrative		3,140,494			3,201,053			7,112,148			6,928,578
Stock-based compensation — general and administrative		72,885			507,457			182,610			2,422,308
Total operating expenses		3,401,325			4,314,808			7,891,982			10,520,333

Loss from operations		(1,669,883	)		(2,462,580	)		(4,167,113	)		(7,130,437	)
Other income (expense)
Interest expense, net		(436	)		(182,807	)		(6,215	)		(207,148	)
Gain on extinguishment of debt		—			4,113,000			—			3,961,075
Amortization of debt discount		—			—			—			(63,160	)
Change in fair value of derivative liability		—			—			—			899,874
Gain (Loss) on issuance of senior secured convertible note		14,332			—			(10,487,380	)		(128,836,250	)
Change in fair value of convertible note and warrants		(354,000	)		(5,315,000	)		(535,902	)		31,830,000
Gain on settlement of incremental warrants		—			82,299,000			—			82,299,000
Fair value of settlement of contract based equity issuances		(145,412	)		—			(206,508	)		—
Loss on disposition of non-controlling interest in subsidiary		—			—			(217,657	)		—
Other income (expense), net		—			11,491			—			11,265
Loss (income) from operations before provision for income taxes		(2,155,399	)		78,463,104			(15,620,775	)		(17,235,781	)
Provision for income taxes		—			—			—			—
Net (loss) income		(2,155,399	)		78,463,104			(15,620,775	)		(17,235,781	)
Less: Net income attributable to noncontrolling interests in subsidiaries		21,760			43,246			11,353			60,940
Net (loss) income after noncontrolling interest in subsidiaries		(2,177,159	)		78,419,858			(15,632,128	)		(17,296,721	)
Less: Deemed dividend		128,031			89,031			2,785,611			275,264
Net (loss) income attributable to common stockholders	$	(2,305,190	)	$	78,330,827		$	(18,417,739	)	$	(17,571,985	)

(Loss) Income per share of common stock attributable to common stockholders
Basic	$	(1.66	)	$	11,510.78		$	(22.73	)	$	(3,200.14	)
Diluted	$	(1.66	)	$	1,525.16		$	(22.73	)	$	(3,200.14	)

Weighted average shares used in computing net loss per share of common stock attributable to common stockholders
Basic		1,390,250			6,805			810,198			5,491
Diluted		1,390,250			51,359			810,198			5,491

													*Additional*						*Total*			*Noncontrolling*		*Total*
	*Preferred Stock Series X*				*Preferred Stock Series B*				*Common Stock*				*Paid-In*			*Accumulated*			*Stockholders'*			*Interest In*		*Equity*
Three Months Ended June 30, 2025	*Shares*		*Par Value*		*Shares*		*Par Value*		*Shares*		*Par Value*		*Capital*			*Deficit*			*Equity (Deficit)*			*Subsidiaries*		*(Deficit)*
Balance as of March 31, 2025		2,000	$	—		-	$	—		4,677	$	47	$	34,766,454		$	(122,271,898	)	$	(87,505,397	)	$	4,124,658	$	(83,380,739	)
Net loss		-		-		-		-		-		-		-			78,419,858			78,419,858			43,246		78,463,104
Stock-based compensation		-		-		-		-		412		4		507,583			-			507,587			-		507,587
Proceeds from new investors		-		-		-		-		2,190		22		3,744,955			-			3,744,977			-		3,744,977
Issuance of Series B Preferred Stock		-		-		6,000		1		-		-		8,260,999			-			8,261,000			-		8,261,000
Issuance of common stock for stock-based compensation equity awards, net of shares withheld for taxes		-		-		-		-		12		-		(130	)		-			(130	)		-		(130	)
Balance as of June 30, 2025		2,000	$	—		6,000		1		7,291	$	73	$	47,279,861		$	(43,852,040	)	$	3,427,895		$	4,167,904	$	7,595,799

	*For the Six Months Ended June 30,*
	*2026*			*2025*
Cash Flows from Operating Activities:
Net loss	$	(15,620,775	)	$	(17,235,781	)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation		182,610			2,422,308
Loss on issuance of senior secured convertible note and warrants		10,487,380			128,836,250
Change on fair value of convertible note and warrants		535,902			(31,830,000	)
Gain on settlement of incremental warrants		—			(82,299,000	)
Amortization and depreciation		209,758			418,013
Amortization of right-of-use assets		360,715			306,975
Loss on disposition of non-controlling interest in subsidiary		217,657			—
Change in fair value of derivatives		—			(899,874	)
Amortization of debt discount and financing fees		—			63,160
Gain on extinguishment of debt		—			(3,961,075	)
Non-cash interest expense		—			(3,848	)
Allowance for credit losses		490,240			159,123
Changes in Operating Assets and Liabilities:
Accounts receivable		(404,563	)		(435,509	)
Note receivable		238,933			—
Other assets		(115,445	)		(76,132	)
Accounts payable		310,962			74,800
Accrued expenses		161,833			(84,797	)
Contract liabilities		62,624			126,374
Security deposits and escrow payable		571,725			(171,903	)
Operating lease liabilities		(350,225	)		(292,108	)
Net Cash Used in Operating Activities		(2,660,669	)		(4,883,024	)
Cash Flows from Investing Activities:
Purchase of digital assets		(10,811,292	)		—
Proceeds from sell of digital assets		499,950			—
Cash sold with disposition		(411,356	)		—
Net Cash Used in Investing Activities		(10,722,698	)		—
Cash Flows from Financing Activities:
Borrowings on bank line of credit		147,477			6,873
Payments on bank line of credit		—			(153,517	)
Proceeds from notes payable		9,900,000			3,408,585
Payments of deferred debt issuance costs		—			(138,895	)
Payments on notes payable		(142,697	)		(74,909	)
Payments on advances of future receipts		—			(694,871	)
Proceeds from issuance of preferred stock series C		100,000			—
Proceeds from issuance of preferred stock series D		480,000			—
Payments on post-acquisition consideration		(30,000	)		(271,404	)
Distributions to noncontrolling interest		(180,895	)		—
Repurchase of derivative instruments issued		—			(379,083	)
Proceeds from issuance of common stock		4,780,598			6,660,698
Redemption of Series X Preferred Stock		(1,900,000	)		—
Net Cash Provided by Financing Activities		13,154,483			8,363,477

Net (Decrease) Increase in Cash, Cash equivalents and Restricted Cash		(228,884	)		3,480,453
Cash, Cash equivalents and Restricted Cash at Beginning of Period		4,904,273			3,580,608
Cash, Cash equivalents and Restricted Cash at End of Period	$	4,675,389		$	7,061,061

Supplemental Disclosures of Cash Flow Information:
Cash Paid During the Period for:
Interest	$	8,919		$	237,488

Non-Cash Activities:
Issuance of 3,500 shares of common stock for services rendered	$	44,450		$	—
Issuance of 104,321 shares of common stock upon conversion of liabilities	$	6,482,912		$	—
Pro-rata expense recognition for restricted stock units	$	138,160		$	—
Purchase of remaining portion of non-controlling interest	$	359,999		$	—
Sell of controlling interest to minority interest	$	1,974,520		$	—
Conversion of 5,784 shares of series B preferred stock into 1,365,431 shares of common stock	$	138		$	—
Issuance of Series B in exchange of incremental warrants	$	—		$	8,261,000
Issuance of new convertible note	$	—		$	8,364,000
Issuance of 28,238 shares of common stock as part of the settlement of notes payable and warrants	$	—		$	812,156
Issuance of 115,722 shares of common stock for services rendered	$	—		$	2,422,308
Office leases acquired under operating lease obligations	$	318,495		$	392,208

Reconciliation of Cash, Cash equivalents and Restricted Cash
Cash and Cash equivalents	$	2,282,397		$	5,095,257
Restricted Cash		2,392,992			1,965,804
Cash, Cash equivalents and Restricted Cash	$	4,675,389		$	7,061,061

	*Balance at*				*Deductions*			*Balance at*
	*Beginning of*		*Charged to*		*from the*			*End of*
	*Period*		*Expenses*		*Allowance*			*Period*
Six months ended June 30, 2026 Allowance for Credit Losses	$	179,643	$	536,145	$	(45,905	)	$	669,883
Six months ended June 30, 2025 Allowance for Credit Losses	$	166,504	$	233,837	$	(74,714	)	$	325,627

Consideration
Note receivable	$	561,200
Carrying amount of non-controlling interests of LR Kissimmee		1,976,282
		2,537,482

Book basis of investment in LR Kissimmee		2,755,139
Loss on disposal of LR Kissimmee	$	(217,657	)

	As of February 4, 2026
Assets:
Cash	$	411,356
Accounts receivable, net		30,712
Other current assets		137,556
Property and equipment, net		1,963
Right-of-use asset, net		4,894
Intangible assets, net		1,246,164
Goodwill		1,302,652
Total Assets	$	3,135,297

Liabilities:
Accounts payable	$	209,899
Accrued expenses		3,889
Contract liabilities		5,773
Lease liability		10,597
Note payable		150,000
Total liabilities	$	380,158

	*2026*			*2025*
Balance, January 1	$	1,831,197		$	8,012,331
Disposal of interest in LR Kissimmee		(1,302,652	)		-
Impairment		-			(6,181,134	)
Goodwill, June 30	$	528,545		$	1,831,197

	Weighted Average
	Remaining
	Amortization		June 30, 2026
	Period		Gross		Accumulated				Net
	(in years)		Carrying Amount		Amortization		Disposals Net		Amount
Franchise agreement		8	$	4,519,550	$	1,062,328	$	978,365	$	2,478,857
Agent relationships		7		916,282		234,475		240,335		441,472
Real estate listings		-		564,756		564,756		—		—
Non-compete agreements		2		188,044		110,935		27,463		49,646
Total			$	6,188,632	$	1,972,494	$	1,246,163	$	2,969,975

	*June 30, 2026*
2026-remainder of the year	$	208,903
2027		414,440
2028		386,167
2029		383,945
2030		383,945
Thereafter		1,192,575
Total	$	2,969,975

	*June 18,*
	*2025*
Stated Value	$	6,000,000
Dividend Rate		0.0	%
Conversion Price	$	2,000.00
Alternate Conversion Amount	$	960.00
Required Premium		125.0	%
Stock Price	$	1,040.00
VWAP	$	1,040.00

	As of		As of		As of
	January 8,		March 31,		June 30,
	2026		2026		2026
Convertible Note 2026 fair value	$	15,056,000	$	14,573,000	$	14,927,000
Convertible Note 2026, contractual principal outstanding	$	11,000,000	$	11,000,000	$	11,000,000
Token Rights	$	5,345,712	$	5,345,712	$	5,331,380

	January 8,			March 31,			June 30,
	2026			2026			2026
Stock Price on Valuation Date	$	7.80		$	5.90		$	1.16
Fixed Conversion Price	$	83.00		$	83.50		$	83.47

Market Price Discount		90	%		90	%		90	%
Redemption Premium		120	%		120	%		120	%
Interest Rate		10	%		10	%		10	%

	As of		As of		As of		As of		As of
	February 4,		March 31,		June 26,		June 30,		December 31,
	2025		2025		2025		2025		2025
Convertible Note 2025 fair value	$	33,000,000	$	15,295,000	$	12,477,000	$	7,297,000	$	5,818,000
Convertible Note 2025, contractual principal outstanding	$	5,500,000	$	5,500,000	$	5,500,000	$	5,500,000	$	5,500,000

	December 31,			June 26,			June 26,			March 31,			February 4,
	2025⁽²⁾			2025 Post Amendment⁽²⁾			2025 Pre-Amendment⁽²⁾			2025⁽¹⁾			2025⁽¹⁾
Stock Price	$	6.34		$	116.00		$	116.00		$	1,440.00		$	3,200.00
Conversion Price	$	29,116.16		$	363.90		$	363.90		$	3,600.00		$	3,600.00
Alternate Conversion Price	$	48.69		$	94.40		$	63.30		$	632.96		$	633.00
Alternate Conversion Amount		120	%		120	%		120	%		120	%		120	%
Redemption Premium		120	%		120	%		120	%		120	%		120	%
Interest Rate		12	%		12	%		12	%		12	%		12	%

	February 4,			March 31,			June 18,
	2025⁽¹⁾			2025⁽¹⁾			2025⁽¹⁾
Face Value	$	2,500,000		$	2,500,000		$	2,500,000
Exercise Price	$	2,256,250		$	2,256,250		$	2,256,250
Stock Price	$	3,200.00		$	1,440.00		$	1,000.40
Exercise Threshold	20% of Min price(2)			20% of Min price(2)			20% of Min price
Valuation per Incremental Warrant upon exercise	$	12,600,000		$	10,170,000		$	11,320,000
Discount Rate		28.70	%		30.69	%		36.97	%
Risk Free Rate		4.18	%		4.03	%		4.20	%
Annualized Volatility		88	%		100	%		92	%
Forecast horizon (years)		0.08			0.08			0.08

	*As of June 30, 2026*
	*Level 1*		*Level 2*		*Level 3*		*Total*
Convertible Note 2026	$	—	$	—	$	14,927,000	$	14,927,000
Token Rights		—		5,331,380		—		5,331,380

	*As of December 31, 2025*
	*Level 1*		*Level 2*		*Level 3*		*Total*
Convertible Note 2025	$	—	$	—	$	5,818,000	$	5,818,000

	*2026*
	*Convertible Note*			*Convertible Note*			*Token Rights*			*Total*
	*2025*			*2026*
Balance – January 1,	$	5,818,000		$	—		$	—		$	5,818,000
Conversion into common stock		(6,482,902	)		—			—			(6,482,902	)
Issuance		—			15,056,000			5,345,712			20,401,712
Change in fair value		664,902			(483,000	)		—			181,902
Balance – March 31,	$	—		$	14,573,000		$	5,345,712		$	19,918,712
Conversion into common stock		—			—			—			—
Issuance		—			—			(14,332	)		(14,332	)
Change in fair value		—			354,000						354,000
Balance – June 30,	$	—		$	14,927,000		$	5,331,380		$	20,258,380

	*2025*
Balance – January 1,	$	1,607,544
Issuance of derivative liability		100,800,000
Cash paid to settle derivative liability		(379,083	)
Issuance of cashless shares for exercising warrants		(328,587	)
Extinguishment of derivative liability		(366,308	)
Change in fair market value - extinguished warrants		(533,566	)
Change in fair market value - new warrants		(19,440,000	)
Balance – March 31,	$	81,360,000
Extinguishment of derivative liability		(90,560,000	)
Change in fair market value - extinguished warrants		9,200,000
Balance – June 30,	$	—

	June 30,
Economic Injury Disaster Loans-Future Maturities	2026
2026	$	4,425
2027		5,900
2028		5,900
2029		5,900
2030		5,900
2031		5,900
Thereafter		452,688
Total	$	486,613

	*June 30,*			*December 31,*
Notes Payable	*2026*			*2025*
Convertible Note 2025	$	-		$	5,818,000
Convertible Note 2026		14,927,000			—
Token Rights Agreement		5,331,380			—
EIDL		486,613			641,227
Acquisition Settlement Agreement		761,904			833,333
Acquisition Agreement		133,333			—
Total notes payable	$	21,640,230		$	7,292,560

Current portion:
Less: Current portion-EIDL		(5,900	)		(5,900	)
Acquisition Settlement Agreements		(142,857	)		(142,857	)
Acquisition Agreement		(133,333	)		—
Token Rights Agreement		(5,331,380	)		—
Notes payable, net of current	$	16,026,760		$	7,143,803

	Six Months Ended June 30,
	2026		2025
Cash paid for amounts included in the measurement of lease liabilities	$	421,068	$	356,355
Right-of-use assets obtained in exchange for lease liabilities	$	555,190	$	392,208

	*June 30,*
	*2026*
2026– remainder of year	$	319,095
2027		456,442
2028		273,313
2029		159,717
2030 and thereafter		34,797
Total minimum lease payments		1,243,364
Less: imputed interest		(168,759	)
Present value of lease obligations		1,074,605
Less: current portion		(496,072	)
Long-term portion of lease obligations	$	578,533

	*FRX USD*						*USDC*								*Total*
	*# of units*		*$/unit*		*$ Value*		*# of units*			*$/unit*		*$ Value*			*# of units*			*$/unit*		*$ Value*
Balance January 1, 2026		-	$	-	$	-		-		$	-	$	-			-		$	-	$	-
Additions		6,635,396		1.00		6,635,396		8,142,127			1.00		8,142,127			14,777,523			1.00		14,777,523
Disposals		-		1.00		-		(6,635,396	)		1.00		(6,635,396	)		(6,635,396	)		1.00		(6,635,396	)
Fair value adj		-		-		-		-			-		-			-			-		-
Balance March 31, 2026		6,635,396		-		6,635,396		1,506,731			-		1,506,731			8,142,127			-		8,142,127
Additions		3,675,946		1.00		3,675,946		2,669,592			1.00		2,669,592			6,345,538			1.00		6,345,538
Disposals		-		1.00				(4,176,323	)		1.00		(4,176,323	)		(4,176,323	)		1.00		(4,176,323	)
Fair value adj		-		-		-		-			-		-			-			-		-
Balance June 30,2026		10,311,342	$	1.00	$	10,311,342		-		$	1.00		-		$	10,311,342		$	1.00	$	10,311,342

As of June 30, 2026
Asset	*Units Held*		*$/unit*		*Fair Market Value ($)*
FRX USD		10,311,342	$	1.00	$	10,311,342
Total		10,311,342	$	1.00	$	10,311,342

					Weighted
					Average
			*Weighted*		*Remaining*
	*Number*		*Average*		*Contractual*		*Aggregate*
	of		*Exercise*		*Life*		*Intrinsic*
	*Shares*		*Price*		*(in years)*		*Value*
Vested		9	$	33,622		2.4		—
Expected to vest		—		—		—		—
Total		9	$	33,622		2.4		—

	June 30,
	2026
Weighted average fair value	$	4,154.33
Dividend yield		—
Expected volatility factor		68.5	%
Risk-free interest rate		4.6	%
Expected life (in years)		9.0

Name		Location
La Rosa Realty Internacional, LLC		Celebration, Florida
La Rosa Realty Central Florida, LLC		Davenport, Florida
La Rosa Realty Jacksonville, LLC		Jacksonville, Florida
La Rosa Realty Kendall, LLC		Miami, Florida
The Realty Experience Powered By LRR LLC		St. Cloud, Florida

	Three Months Ended June 30,				Change
	2026		2025		$			%
Real Estate Brokerage Services (Residential)	$	14,655,979	$	19,709,947	$	(5,053,968	)		-26	%
Franchising Services		21,576		31,222		(9,646	)		-31	%
Coaching Services		299		122,692		(122,393	)		-100	%
Property Management		94,829		101,642		(6,813	)		-7	%
Real Estate Brokerage Services (Commercial)		205,363		188,020		17,343			9	%
Title Settlement and Insurance		73,670		78,574		(4,904	)		-6	%
Total Revenue	$	15,051,716	$	20,232,097	$	(5,180,381	)		-26	%

Exhibit No.:		Description:
2.1		Reorganization Agreement And Plan of Share Exchange dated July 22, 2021 by and among La Rosa Holdings Corp., La Rosa Coaching, LLC, La Rosa CRE, LLC, La Rosa Franchising, LLC, La Rosa Property Management, LLC, and La Rosa Realty, LLC. (incorporated by reference to Exhibit 10.3 of the Company’s Registration Statement on Form S-1 (File No. 333-264372) filed with the SEC as of June 14, 2022).

3.1		Amended and Restated Articles of Incorporation of La Rosa Holdings Corp. (incorporated by reference to Exhibit 3.2 of the Company’s Registration Statement on Form S-1 (File No. 333-264372) filed with the SEC as of June 14, 2022).

3.2		Certificate of Amendment to Articles of Incorporation for 3.5 for 1 reverse stock split (incorporated by reference to Exhibit 3.4 of the Company’s Registration Statement on Form S-1 (File No. 333-264372) filed with the SEC as of April 19, 2022).

3.3		Certificate of Correction of Certificate of Amendment to Articles of Incorporation for 10 for 1 reverse stock split (incorporated by reference to Exhibit 3.5 of the Company’s Registration Statement on Form S-1 (File No. 333-264372) filed with the SEC as of April 19, 2022).

3.4		Certificate Of Designations, Preferences And Rights Of Series A Convertible Preferred Stock (incorporated by reference to Exhibit 3.6 of the Company’s Registration Statement on Form S-1 (File No. 333-264372) filed with the SEC as of April 26, 2023).

3.5		Certificate of Amendment to Articles of Incorporation for 2 for 1 forward stock split (incorporated by reference to Exhibit 3.7 of the Company’s Registration Statement on Form S-1 (File No. 333-264372) filed with the SEC as of April 26, 2023).

3.6		Certificate of Amendment to Articles of Incorporation on increase of authorized stock (incorporated by reference to Exhibit 3.8 of the Company’s Registration Statement on Form S-1 (File No. 284962) filed with the SEC as of June 27, 2025).

3.7		Certificate of Designation of Series B Convertible Preferred Stock of the Company (incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K filed with the SEC as of June 20, 2025)

3.8		Certificate of Amendment to Amended and Restated Articles of Incorporation of La Rosa Holdings Corp., filed on July 2, 2025 (incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K filed with the SEC as of July 8, 2025)

3.9		Certificate of Correction of the Company filed on July 14, 2025 to the Certificate of Designation of Series B Convertible Preferred Stock of the Company (incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K filed with the SEC as of July 16, 2025)

3.10		Certificate of Amendment to Amended and Restated Articles of Incorporation of the Company (Series X Preferred Stock Redemption) (incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K filed with the SEC on January 9, 2025).

3.11		Certificate of Amendment to Amended and Restated Articles of Incorporation of the Company (Reverse Stock Split Amendment) (incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K filed with the SEC on January 27, 2026)

3.12		Certificate of Designation of Series C Convertible Preferred Stock of the Company (incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K filed with the SEC as of March 5, 2026)

3.13		Certificate of Amendment to Articles of Incorporation for 10 for 1 reverse stock split (incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K filed with the SEC as of April 20, 2026)

3.14		Certificate of Designation of Series D Convertible Preferred Stock of the Company (incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K/A filed with the SEC as of May 29, 2026)

3.15		Certificate of Correction of the Certificate of Designation of Series D Preferred Stock, filed on May 27, 2026. (incorporated by reference to Exhibit 3.2 of the Company’s Current Report on Form 8-K/A filed with the SEC as of May 29, 2026)

3.16		Certificate of Designation of Series E Convertible Preferred Stock of the Company (incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K/A filed with the SEC on July 16, 2026)

3.17		Bylaws of La Rosa Holdings Corp. (incorporated by reference to Exhibit 3.3 of the Company’s Registration Statement on Form S-1 (File No. 333-264372) filed with the SEC as of June 14, 2022).

4.1		Initial Note, issued on January 8, 2026. (incorporated by reference to Exhibit 4.1 of the Company’s Current Report on Form 8-K filed with the SEC as of January 9, 2026)

10.1#		Amendment dated February 19, 2026, to the Amended and Restated Employment Agreement dated November 12, 2026, by and between La Rosa Holding Corp. and Joseph La Rosa (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the SEC on February 24, 2026)

10.2#		Amendment dated February 19, 2026, to the Employment Agreement dated January 31, 2024, by and between La Rosa Holding Corp. and Deana La Rosa (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the SEC on February 24, 2026)

10.3#		Director Agreement by and between Jaime Cosculluela and La Rosa Holdings Corp., dated February 10, 2026 (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the SEC on February 11, 2026)

10.4		Form of Real Estate Commercial Contract as of February 4, 2026 (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the SEC on February 9, 2026)

10.5		Form of Lease Extension Agreement dated February 8, 2026 by and between G&L Mast LLC and La Rosa Realty for office space located at: 3407 Magic Oak Lane, Sarasota, Florida (incorporated by reference to Exhibit 10.66 of the Company’s Annual Report on Form 10-K filed with the SEC on June 4, 2026)

10.6		Intellectual Property Security Agreement, dated as of January 8, 2026. (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the SEC on January 9, 2026)

10.7		Membership Interest Purchase Agreement, among the Company, Horeb Kissimmee Realty LLC and the selling member, dated February 4, 2026 (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the SEC on February 10, 2026)

10.8		Trademark and Brand Licensing Agreement, between the Company and Horeb Kissimmee Realty LLC, dated February 4, 2026 (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the SEC on February 10, 2026)

10.9		Membership Interest Purchase Agreement by and among La Rosa Holdings Corp., the Seller, and La Rosa Realty Lakeland LLC, dated February 11, 2026 (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the SEC on February 18, 2026)

10.10		Settlement Agreement by and among La Rosa Holdings Corp., Joseph La Rosa and the Seller, dated February 18, 2026 (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the SEC on February 18, 2026)

10.11		Pledge Agreement by and between La Rosa Holdings Corp. and the Seller, dated as of February 11, 2026 (incorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K filed with the SEC on February 18, 2026)

10.12		Form of the Securities Purchase Agreement, between the Company and investor, dated as of March 4, 2026 (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the SEC on March 5, 2026)

10.13		Amendment, dated as of January 9, 2026 to Securities Purchase Agreement, dated as of November 12, 2025

10.14		Form of Amendment, dated March 24, 2026, to the Securities Purchase Agreement, dated November 12 2025 (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the SEC on March 25, 2026)

10.15		Form of Token Right Amendment, dated March 24, 2026, to the Token Right, dated November 12, 2025 (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the SEC on March 25, 2026)

10.16		Form of Settlement Agreement by and among La Rosa Holdings Corp., La Rosa Realty Orlando LLC, Reinaldo Zapata and Viviana Figueroa, dated as of April 3, 2026 (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the SEC on April 6, 2026)

10.17		Form of Assignment of Membership Interest of Mr. Zapata, dated as of April 3, 2026 (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the SEC on April 6, 2026)

10.18		Form of Assignment of Membership Interest of Ms. Figueroa, dated as of April 3, 2026 (incorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K filed with the SEC on April 6, 2026)

10.19		Form of the Securities Purchase Agreement, between the Company and Investor, dated as of May 27, 2026 (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the SEC as of May 27, 2026)

10.20		Form of the Securities Purchase Agreement, between the Company and investor, dated as of July 10, 2026 (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the SEC as of July 10, 2026).

10.21		Form of Securities Purchase Agreement, between the Company and investor dated as of July 31, 2026 (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the SEC as of August 3, 2026).

10.22		Form of the Securities Purchase Agreement, between the Company and investor, dated as of August 18, 2026 (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the SEC as of August 18, 2026).

31.1*		Certification of Principal Executive Officer pursuant to Securities Exchange Act Rules 13a- 14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2*		Certification of Principal Financial Officer pursuant to Securities Exchange Act Rules 13a- 14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1**		Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2**		Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS*		Inline XBRL Instance Document

101.SCH*		Inline XBRL Schema Document

101.CAL*		Inline XBRL Calculation Linkbase Document

101.DEF*		Inline XBRL Definition Linkbase Document

101.LAB*		Inline XBRL Label Linkbase Document

101.PRE*		Inline XBRL Presentation Linkbase Document

104*		Cover Page Interactive Data File (embedded within the Inline XBRL document filed as Exhibit 101)

	LA ROSA HOLDINGS CORP.

Date: August 21, 2026	By:	/s/ Joseph La Rosa
	Name:	Joseph La Rosa
	Title:	Founder, Chief Executive Officer, and Director
		(Principal Executive Officer)