{"url_path":"/sec/lrhc/8-k/2026-06-12/item-3-01","section_key":"item-3-01","section_title":"Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-12","source_url":"https://www.sec.gov/Archives/edgar/data/1879403/0001213900-26-068260-index.html","accession_number":"0001213900-26-068260","cik":"0001879403","ticker":"LRHC","issuer_name":"La Rosa Holdings Corp.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1879403/0001213900-26-068260-index.html","primary_entity_key":"0001879403","primary_entity_name":"La Rosa Holdings Corp."},"word_count":917,"has_tables":true,"body_markdown":"**Item\n3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.**\n\n \n\n*Partial Filing Compliance*\n\n \n\nAs previously reported, on May 21, 2026, La Rosa\nHoldings Corp., a Nevada corporation (the “Company”), received a letter from the Listing Qualifications Department (the “Staff”)\nof The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, because the Company is delinquent in filing its Quarterly\nReport on Form 10-Q for the period ended March 31, 2026 (the “Form 10-Q”) and remains delinquent in filing its Annual Report\non Form 10-K for the year ended December 31, 2025 (the “Form 10-K”), the Company does not comply with Nasdaq Listing Rule\n5250(c)(1), which requires companies with securities listed on Nasdaq to timely file all required periodic reports with the Securities\nand Exchange Commission (“SEC”).\n\n \n\nOn June 4, 2026, the Company filed Form 10-K with\nthe SEC. On June 10, 2026, the Company received a letter from the Staff indicating that based on the June 4, 2026 filing of the Form 10-K,\nthe Staff has determined that the Company complies with Nasdaq Listing Rule 5250(c)(1) with regard to the Form 10-K filing. However, since\nit has not received the Company’s Form 10-Q, the Company remains noncompliant Nasdaq Listing Rule 5250(c)(1). On June 11, 2026,\nthe Company submitted to Nasdaq a plan of compliance (the “Plan”) addressing how the Company intends to regain compliance with\nNasdaq’s listing rules with respect to the delinquent reports, and Nasdaq has the discretion to grant the Company up to 180 calendar\ndays from the due date of the Form 10-K, or October 12, 2026, to regain compliance.\n\n \n\nThe Company intends to file the Form 10-Q with\nthe SEC as soon as practicable and regain compliance under the Nasdaq Listing Rule 5250(c)(1).\n\n \n\n*Stockholders’\nEquity*\n\n \n\nOn June 10, 2026, the Company received a letter from the Staff indicating that, because the Company’s stockholders’ equity\nas reported in its Form 10-K for the fiscal year ended December 31, 2025 was $(1,848,252), the Company is no longer in compliance with\nNasdaq Listing Rule 5550(b)(1), which requires companies listed on The Nasdaq Capital Market to maintain a minimum of $2,500,000 in stockholders’\nequity for continued listing.\n\n \n\nThe\nletter from Nasdaq has no immediate effect on the listing of the Company’s common stock and its common stock continues to be listed\non The Nasdaq Capital Market under the symbol “LRHC”. Nasdaq’s letter provides the Company with 45 calendar days, or\nuntil July 27, 2026, to submit a plan to regain compliance. If the plan is accepted, the Company can be granted up to 180 calendar days\nfrom the date of the letter (or until December 7, 2026), to evidence compliance. In determining whether to accept the plan, the Staff will consider\nsuch things as the likelihood that the plan will result in compliance with Nasdaq’s continued listing criteria, the Company’s\npast compliance history, the reasons for the Company’s current non-compliance, other corporate events that may occur within the\nreview period, the Company’s overall financial condition and its public disclosures. There can be no assurance that the Company\nwill be able to regain or maintain compliance with all applicable continued listing requirements or that its plan will be accepted by\nthe Nasdaq Staff.\n\n \n\nIn\nthe event the plan is not accepted by the Nasdaq Staff, the Company would have the right to appeal that decision to a Hearings Panel\npursuant to the procedures set forth in the applicable Nasdaq Listing Rules. However, there can be no assurance that, if the Company\nappeals any delisting determination by Nasdaq to a panel, that such appeal would be successful.\n\n \n\nThe\nCompany intends to take all reasonable measures available to regain compliance under the Nasdaq Listing Rules and remain listed on Nasdaq.\nThe Company is currently evaluating its available options to resolve the deficiency and regain compliance with the Nasdaq minimum stockholders’\nequity requirement.\n\n \n\n**Cautionary\nNote Regarding Forward-Looking Statements**\n\n \n\nThis\nreport contains statements that are forward-looking and as such are not historical facts. This includes statements regarding the Company’s\nintention to regain compliance with the Nasdaq Listing Rules and similar expectations, beliefs, plans, objectives, assumptions or projections\nof the Company and therefore are, or may be deemed to be, “forward-looking statements.” These forward-looking statements\ncan generally be identified by the use of forward-looking terminology, including the terms “believes,” “estimates,”\n“anticipates,” “expects,” “seeks,” “projects,” “intends,” “plans,”\n“might,” “possible,” “potential,” “predicts,” “may,” “would,”\n“could,” “will” or “should” or, in each case, their negative or other variations or comparable terminology,\nbut the absence of these words does not mean that a statement is not forward-looking. Such forward-looking statements are based on management’s\nexpectations, beliefs and forecasts concerning future events impacting the Company. One should carefully consider the risks and uncertainties\ndescribed in the “Risk Factors” section of the Company’s latest Annual Report on Form 10-K for the fiscal year ended\nDecember 31, 2025, and the other documents filed by the Company from time to time with the Securities and Exchange Commission. The Company\nundertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or\notherwise, except as may be required under applicable securities laws.\n\n \n\n1\n\n \n\n \n\n**SIGNATURES**\n\n \n\nPursuant\nto the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by\nthe undersigned hereunto duly authorized.\n\n \n\nDate:\nJune 12, 2026\n**LA\nROSA HOLDINGS CORP.**\n\n \n \n \n\n \nBy:\n*/s/\nJoseph La Rosa*\n\n \nName:\n\nJoseph\nLa Rosa\n\n \nTitle:\nChief\nExecutive Officer\n\n \n\n2"}