{"url_path":"/sec/mdbh/10-q/2026/item-1a","section_key":"item-1a","section_title":"Item 1A Risk Factors**","topic":"sec","document":{"doc_type":"10-Q","doc_date":"2026-05-14","source_url":"https://www.sec.gov/Archives/edgar/data/1934642/0001493152-26-023080-index.html","accession_number":"0001493152-26-023080","cik":"0001934642","ticker":"MDBH","issuer_name":"MDB Capital Holdings, LLC","edgar_url":"https://www.sec.gov/Archives/edgar/data/1934642/0001493152-26-023080-index.html","primary_entity_key":"0001934642","primary_entity_name":"MDB Capital Holdings, LLC"},"word_count":895,"has_tables":true,"body_markdown":"**Item\n1A. Risk Factors**\n\n \n\nIn\naddition to the information set forth in this Form 10-Q, you should also carefully review and consider the risk factors contained in\nour other registration statements, reports and periodic filings with the SEC that could materially and adversely affect our business,\nfinancial condition, and results of operations. The risk factors we have identified and discussed, however, do not identify all risks\nthat we face because our business operations could also be affected by additional factors that are not known to us or that we currently\nconsider to be immaterial to our operations.\n\n \n\n**Changes\nto United States tariff and import/export regulations and the conflict in the Persian Gulf may have an adverse effect on our business,\nfinancial condition and results of operations.**\n\n \n\nThe\nUnited States has enacted and continues to enact significant new tariffs, and President Trump has directed various federal agencies to\nfurther evaluate key aspects of U.S. trade policy. There has been and are ongoing discussions and commentaries regarding potential significant\nchanges to U.S. trade policies, treaties and tariffs. There exists significant uncertainty about the future relationship between the\nU.S. and other countries with respect to such trade policies, treaties and tariffs. The U.S. and Israel have undertaken military action\nin the Persian Gulf, a result of which has been a reduction in oil, fertilizer and other resources exports from the region. These actions\nmay have a material adverse effect on global and domestic economic conditions, whether or not there will be a recession, and the stability\nof global and domestic financial markets, and may significantly reduce global trade and, in particular, trade between the impacted nations\nand the U.S. As a primary part of our business is focused on financial services, that segment of our business and the value of our financial\nassets may be adversely impacted. These actions and policies may also adversely affect the ability of our subsidiaries to carry on their\nrespective businesses. Although it is not yet possible to assess their impact, any of these factors could depress economic activity and\nrestrict access to suppliers or customers and have a material adverse effect on our overall business, financial condition and results\nof operations.\n\n \n\n**Government\nAction on tariffs and research grants and other funding may impede our ability to conduct our research and to raise capital by and for\nour partner companies and other clients.**\n\n \n\nFederal\ngovernment actions to impose tariffs, to change trade policies, to change immigration policies, to reduce the size of the Federal government,\nand to limit research grants and other forms of federal government funding, including direct government grants and the funding of universities\nand research enterprises, are causing disruption in the economy and to some extent may adversely impact our consolidated business activities\nbased on their direct and indirect effect on our partner companies and our other clients. Many of these government actions have been\nonly recently implemented, others are being threatened and many will be ongoing. Therefore the full impact has yet to be realized by\nthe Company and its partner companies and clients. Nonetheless, (i) tariffs are likely to increase the cost of doing business in the\ngeneral economy and to make it more difficult to obtain items where imported equipment is required by our own activities and the activities\nof our partner companies and clients, (ii) ending or reducing research funding is likely to make it more difficult to find collaborative\nresearch partners to work with us and our partner companies as government funding is an indirect support for research and product development\nactivities, and (iii) the curtailment of direct funding will have an immediate adverse impact on our partner companies and clients and\ntheir ability to continue their development work. We also believe that as these policies are implemented, it will make raising capital\nfrom private investors far more difficult, as they will want to know if the Company will be able to use the proceeds effectively and\nwill be of sufficient amount.\n\n \n\n35\n\n \n\n \n\n**Impact\nof Ukrainian, Israeli, and Iran Conflicts**\n\n** **\n\nCurrently,\nwe believe that the ongoing conflicts involving Ukraine, Israel, and Iran do not have any direct impact on our operations, financial\ncondition, or financial reporting. We believe these conflicts will have only a general impact on our operations in the same manner as\nthey are having on all businesses with operations in North America. This general impact may result from international sanctions and embargo\nregulations, possible shortages of goods and components that may be supplied from Ukraine, Russia, the Persian Gulf countries or Israel,\ndisruptions to global energy supplies and oil prices due to tensions in the Strait of Hormuz and the broader Middle East region, supply\nchain challenges, and the international and U.S. domestic inflationary effects of the conflicts and related government spending. We do\nnot believe we will be specifically targeted for cyberattacks in connection with these conflicts. However, as a financial institution,\nwe are aware that we may be a general target for cyber-attacks, including potentially from state-sponsored actors. We have no operations\nin the countries directly involved in these conflicts and are not specifically impacted by any of the related sanctions or embargoes,\nas we principally operate in the United States. Other than general securities market trends, we do not have reason to believe that investors\nwill evaluate the company as having special risks or exposures related to these conflicts."}