La Rosa Holdings Corp. (NASDAQ:LRHC) has received a notice from Nasdaq after failing to submit its Form 10-K annual report for the year ended December 31, 2025, the company said in a statement.
The notification, dated April 16, relates to a breach of Nasdaq Listing Rule 5250(c)(1), which requires listed firms to file periodic financial reports with the Securities and Exchange Commission on time. The warning does not immediately impact the company’s listing status.
La Rosa must present a compliance plan to Nasdaq by June 15, 2026. If the plan is accepted, the exchange could allow up to 180 days from the original filing deadline—until October 12, 2026—for the company to regain compliance. Nasdaq will assess factors such as the likelihood of timely submission, past compliance record, reasons for the delay, and the company’s financial position.
Should the plan be rejected, La Rosa will have the option to appeal the decision before a Nasdaq Hearings Panel.
“We are in the final stages of preparing our annual report on Form 10-K and are prioritizing its completion,” said CEO Joe La Rosa. “We intend to file promptly and, upon doing so, expect to return to compliance with Nasdaq Listing Rule 5250(c)(1).”
The company’s shares are currently trading at $3.18, reflecting a steep decline of 99.6% over the past year.
La Rosa operates as a real estate and PropTech group, running 24 company-owned brokerage offices across Florida, California, Texas, Georgia, and Puerto Rico, along with operations in Spain. It also maintains five franchised locations and three affiliated brokerage offices in the U.S. and Puerto Rico.
The company said it expects either to file the report within the 60-day window or submit a compliance plan, though it cautioned that there is no certainty on timing or Nasdaq’s approval.
In separate updates, La Rosa announced a 1-for-10 reverse stock split of its common shares, effective at 12:01 a.m. Eastern Time on Sunday, with trading to continue under the same ticker but with a new CUSIP number of 50172T400.
The group also completed the acquisition of the remaining 49% stake in La Rosa Realty Orlando LLC, making it a wholly owned subsidiary. The transaction included the cancellation of certain financial obligations and the resolution of a pending lawsuit in Florida.
Additionally, La Rosa amended its Securities Purchase Agreement with institutional investors to clarify how proceeds from future equity raises will be used. The updated terms allocate funds toward deferred fees, the purchase of Note Purchased Crypto, and broader corporate and strategic initiatives.
These steps reflect the company’s ongoing efforts to streamline operations and refine its financial structure.