Highbridge reports 2.7% Foxx Development Holdings (FOXX) ownership via warrants

Rhea-AI Filing Summary

Highbridge Capital Management, LLC filed an amended Schedule 13G reporting beneficial ownership of 190,227 shares of Foxx Development Holdings Inc. common stock, representing 2.7% of the class as of an aggregate 6,962,811 shares outstanding on November 28, 2025, assuming warrant exercise.

The stake is held through certain Highbridge-managed funds via warrants exercisable into common stock, with Highbridge having sole voting and dispositive power over these shares. Highbridge certifies the position is held in the ordinary course of business and not for the purpose of influencing control of Foxx Development Holdings Inc.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

Foxx Development Holdings Inc.

(Name of Issuer)

Common Stock, par value $0.0001 per share

(Title of Class of Securities)

351665104

(CUSIP Number)

12/31/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 351665104

1

Names of Reporting Persons

Highbridge Capital Management, LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 190,227.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 190,227.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

190,227.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

2.7 %

12

Type of Reporting Person (See Instructions)

IA, OO

Comment for Type of Reporting Person: The 190,227 shares of Common Stock (as defined in Item 2(a)) reported herein are issuable upon exercise of warrants.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Foxx Development Holdings Inc.
(b)	Address of issuer's principal executive offices: 13575 Barranca Parkway C106, Irvine, CA, 92618
Item 2.
(a)	Name of person filing: This statement is filed by Highbridge Capital Management, LLC ("Highbridge" or the "Reporting Person"), a Delaware limited liability company and the investment adviser to certain funds and accounts (the "Highbridge Funds"), with respect to the shares of common stock, par value $0.0001 per share ("Common Stock"), of Foxx Development Holdings Inc., a Delaware corporation (the "Issuer"), issuable upon exercise of warrants directly held by the Highbridge Funds. The filing of this statement should not be construed as an admission that any of the foregoing persons or the Reporting Person is, for the purposes of Section 13 of the Securities Exchange Act of 1934, the beneficial owner of the securities reported herein.
(b)	Address or principal business office or, if none, residence: The address of the business office of the Reporting Person is 390 Madison Avenue, 28th Floor, New York, NY 10017.
(c)	Citizenship: Highbridge is a Delaware limited liability company.
(d)	Title of class of securities: Common Stock, par value $0.0001 per share
(e)	CUSIP No.: 351665104
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: The information required by Item 4(a) is set forth in Row 9 of the cover page for the Reporting Person and is incorporated herein by reference. The percentage set forth in this Schedule 13G is calculated based upon an aggregate of 6,962,811 shares of Common Stock outstanding as of November 28, 2025, as reported in the Issuer's Current Report on Form 8-K, filed with the Securities and Exchange Commission on December 29, 2025, and assumes the exercise of the warrants held by the Highbridge Funds.
(b)	Percent of class: 2.7%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for the Reporting Person and is incorporated herein by reference.
	(ii) Shared power to vote or to direct the vote: The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for the Reporting Person and is incorporated herein by reference.
	(iii) Sole power to dispose or to direct the disposition of: The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for the Reporting Person and is incorporated herein by reference.
	(iv) Shared power to dispose or to direct the disposition of: The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for the Reporting Person and is incorporated herein by reference.
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. See Item 2(a). The Highbridge Funds have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock reported herein.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Highbridge Capital Management, LLC

Signature:	/s/ Kirk Rule
Name/Title:	Kirk Rule, Executive Director
Date:	02/17/2026

FAQ

What ownership stake in FOXX does Highbridge Capital Management report on this Schedule 13G/A?

Highbridge Capital Management reports beneficial ownership of 2.7% of Foxx Development Holdings’ common stock. This percentage is based on 6,962,811 shares outstanding as of November 28, 2025 and assumes the exercise of warrants held by funds advised by Highbridge.

How many Foxx Development Holdings (FOXX) shares does Highbridge beneficially own?

Highbridge reports beneficial ownership of 190,227 Foxx Development Holdings common shares. These shares are not currently outstanding stock positions but are issuable upon exercise of warrants directly held by certain investment funds and accounts managed by Highbridge.

Does this Highbridge Schedule 13G/A filing indicate control intentions over FOXX?

The filing explicitly states the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of Foxx Development Holdings, nor in connection with any transaction intended to have that control-related effect.

Who actually holds the FOXX securities reported by Highbridge Capital Management?

The common stock reported is issuable upon exercise of warrants directly held by certain Highbridge Funds. Highbridge Capital Management, LLC acts as investment adviser to these funds and reports beneficial ownership, while noting that this does not constitute an admission of beneficial ownership for all purposes.

What voting and dispositive powers does Highbridge have over its FOXX position?

Highbridge reports sole voting power and sole dispositive power over 190,227 shares of Foxx common stock issuable upon warrant exercise. It reports no shared voting or dispositive power with other parties for these securities in this Schedule 13G/A amendment.

Why does the filing note ownership of 5 percent or less of FOXX’s common stock?

Item 5 confirms Highbridge’s beneficial ownership is 5 percent or less of Foxx’s outstanding common stock. At 2.7%, the stake remains below key regulatory thresholds associated with larger influence, consistent with a passive institutional investment disclosed on Schedule 13G.