STOCK TITAN

La Rosa Holdings Corp. (LRHC) completes $150K Rule 506(b) preferred stock sale

(Neutral)
(Neutral)
Form Type
D

Rhea-AI Filing Summary

La Rosa Holdings Corp., a Nevada corporation based in Celebration, Florida, reported a private offering of equity securities under Regulation D Rule 506(b). The securities consist of equity, including Series E Convertible Preferred Stock. The company indicated annual revenue of over $100,000,000, placing it in the largest issuer size category.

The offering is a new notice, with the first sale on 2026-07-31. La Rosa has sold a total of $150,000 in this offering, with $0 remaining, suggesting the targeted amount has been fully placed. No finders’ fees were paid, with finders’ fees reported as $0. The notice does not specify how proceeds will be used, including with respect to executive officers or directors.

Positive

  • None.

Negative

  • None.
Total amount sold $150,000 USD Total securities sold in the exempt offering
Total remaining to be sold $0 USD Amount remaining in the offering
Revenue range Over $100,000,000 Issuer revenue size category selected
Exemption relied upon Rule 506(b) Regulation D federal exemption claimed
Date of first sale 2026-07-31 Initial sale date for the offering
Finders’ fees $0 USD Reported finders’ fees for the offering
Rule 506(b) regulatory
"X | Rule 506(b) | Rule 506(c) | Securities Act Section 4(a)(5)"
Rule 506(b) is a U.S. securities exemption that lets companies sell shares or debt privately without full public registration, provided sales are primarily to accredited investors, up to 35 non‑accredited but financially knowledgeable buyers, and there is no public advertising or solicitation. It matters to investors because offerings under 506(b) usually include less public disclosure than registered securities—like buying from a private seller rather than a retail store—so buyers must do more of their own fact‑checking and rely on their financial sophistication.
Series E Convertible Preferred Stock financial
"X | Other (describe) | Series E Convertible Preferred Stock"
Series E convertible preferred stock is a class of investment shares issued in a later-stage financing round that behave like a hybrid between a safety-first claim and an option to become ordinary shares. Think of it as a VIP ticket that gives owners priority on payments and protections if things go wrong, but can be swapped for regular shares later—important to investors because it affects payout priority, potential dilution of ownership, voting power, and the company’s implied valuation.
Notice of Exempt Offering of Securities regulatory
"FORM D Notice of Exempt Offering of Securities"
accredited investors regulatory
"sold to persons who do not qualify as accredited investors"
Accredited investors are individuals or entities considered to have enough financial knowledge and resources to understand and handle more complex and risky investments. They are often allowed to participate in private investment opportunities that are not available to the general public, similar to how experienced players might access exclusive clubs or events. This status helps ensure that investors can manage potential risks and rewards appropriately.
Offering Type other

FAQ

What type of securities is La Rosa Holdings Corp. (LRHC) offering in this Form D?

La Rosa Holdings Corp. is offering equity securities, including Series E Convertible Preferred Stock, in a private placement conducted under Regulation D Rule 506(b), aimed at exempting the offering from SEC registration requirements.

How much has La Rosa Holdings Corp. (LRHC) sold in this exempt offering?

La Rosa Holdings Corp. has sold a total of $150,000 of securities in this exempt offering, with $0 remaining to be sold, indicating the full offering amount identified in the notice has been placed with investors.

When did the first sale occur in La Rosa Holdings Corp.’s (LRHC) Form D offering?

The first sale in La Rosa Holdings Corp.’s exempt offering occurred on 2026-07-31. This date marks when investors first purchased securities under the Rule 506(b) private placement described in the Form D notice.

What revenue size category does La Rosa Holdings Corp. (LRHC) report in this Form D?

La Rosa Holdings Corp. reports revenue in the over $100,000,000 category. This places the company in the largest revenue band available on Form D, providing context on its scale relative to smaller private issuers.

Did La Rosa Holdings Corp. (LRHC) pay any finders’ fees in this Form D offering?

La Rosa Holdings Corp. reports finders’ fees of $0 for this offering. The company did not disclose any sales commissions or finder payments associated with placing the $150,000 of equity and preferred stock securities.

Which exemption is La Rosa Holdings Corp. (LRHC) relying on for this private offering?

La Rosa Holdings Corp. is relying on Rule 506(b) of Regulation D as its federal exemption. This rule allows certain private offerings without SEC registration, typically to accredited investors and up to a limited number of non-accredited investors.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates

The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Intentional misstatements or omissions of fact constitute federal criminal violations. See 18 U.S.C. 1001.

FORM D

Notice of Exempt Offering of Securities
OMB APPROVAL
OMB Number: 3235-0076
Estimated average burden
hours per response: 4.00

1. Issuer's Identity

CIK (Filer ID Number) Previous Names
X None
Entity Type
0001879403
X Corporation
Limited Partnership
Limited Liability Company
General Partnership
Business Trust
Other (Specify)

Name of Issuer
La Rosa Holdings Corp.
Jurisdiction of Incorporation/Organization
NEVADA
Year of Incorporation/Organization
Over Five Years Ago
X Within Last Five Years (Specify Year) 2021
Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
La Rosa Holdings Corp.
Street Address 1 Street Address 2
1420 CELEBRATION BLVD 2ND FLOOR
City State/Province/Country ZIP/PostalCode Phone Number of Issuer
CELEBRATION FLORIDA 34747 (321) 250-1799

3. Related Persons

Last Name First Name Middle Name
La Rosa Joseph
Street Address 1 Street Address 2
1420 CELEBRATION BLVD 2ND FLOOR
City State/Province/Country ZIP/PostalCode
CELEBRATION FLORIDA 34747
Relationship: X Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Director, Chief Executive Officer, Interim Chief Financial Officer
Last Name First Name Middle Name
Siegel Ned L.
Street Address 1 Street Address 2
1420 CELEBRATION BLVD 2ND FLOOR
City State/Province/Country ZIP/PostalCode
CELEBRATION FLORIDA 34747
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):


Last Name First Name Middle Name
Cosculluela Jaime Jose
Street Address 1 Street Address 2
1420 CELEBRATION BLVD 2ND FLOOR
City State/Province/Country ZIP/PostalCode
CELEBRATION FLORIDA 34747
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):


Last Name First Name Middle Name
Adler Nicholas
Street Address 1 Street Address 2
1420 CELEBRATION BLVD 2ND FLOOR
City State/Province/Country ZIP/PostalCode
CELEBRATION FLORIDA 34747
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):


Last Name First Name Middle Name
Felix Lourdes
Street Address 1 Street Address 2
1420 CELEBRATION BLVD 2ND FLOOR
City State/Province/Country ZIP/PostalCode
CELEBRATION FLORIDA 34747
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):


Last Name First Name Middle Name
Santos Alex
Street Address 1 Street Address 2
1420 CELEBRATION BLVD 2ND FLOOR
City State/Province/Country ZIP/PostalCode
CELEBRATION FLORIDA 34747
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Chief Technology Officer
Last Name First Name Middle Name
La Rosa Deana
Street Address 1 Street Address 2
1420 CELEBRATION BLVD 2ND FLOOR
City State/Province/Country ZIP/PostalCode
CELEBRATION FLORIDA 34747
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Chief Operating Officer

4. Industry Group

Agriculture
Banking & Financial Services
Commercial Banking
Insurance
Investing
Investment Banking
Pooled Investment Fund
Is the issuer registered as
an investment company under
the Investment Company
Act of 1940?
Yes No
Other Banking & Financial Services
Business Services
Energy
Coal Mining
Electric Utilities
Energy Conservation
Environmental Services
Oil & Gas
Other Energy
Health Care
Biotechnology
Health Insurance
Hospitals & Physicians
Pharmaceuticals
Other Health Care
Manufacturing
Real Estate
Commercial
Construction
REITS & Finance
Residential
Other Real Estate
Retailing
Restaurants
Technology
Computers
Telecommunications
Other Technology
Travel
Airlines & Airports
Lodging & Conventions
Tourism & Travel Services
Other Travel
X
Other

5. Issuer Size

Revenue Range OR Aggregate Net Asset Value Range
No Revenues No Aggregate Net Asset Value
$1 - $1,000,000 $1 - $5,000,000
$1,000,001 - $5,000,000 $5,000,001 - $25,000,000
$5,000,001 - $25,000,000 $25,000,001 - $50,000,000
$25,000,001 - $100,000,000 $50,000,001 - $100,000,000
Over $100,000,000 Over $100,000,000
X Decline to Disclose Decline to Disclose
Not Applicable Not Applicable

6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)

Rule 504(b)(1) (not (i), (ii) or (iii))
Rule 504 (b)(1)(i)
Rule 504 (b)(1)(ii)
Rule 504 (b)(1)(iii)
X Rule 506(b)
Rule 506(c)
Securities Act Section 4(a)(5)
Investment Company Act Section 3(c)
Section 3(c)(1) Section 3(c)(9)
Section 3(c)(2) Section 3(c)(10)
Section 3(c)(3) Section 3(c)(11)
Section 3(c)(4) Section 3(c)(12)
Section 3(c)(5) Section 3(c)(13)
Section 3(c)(6) Section 3(c)(14)
Section 3(c)(7)

7. Type of Filing

X New Notice Date of First Sale 2026-07-31 First Sale Yet to Occur
Amendment

8. Duration of Offering

Does the Issuer intend this offering to last more than one year?
Yes X No

9. Type(s) of Securities Offered (select all that apply)

X Equity Pooled Investment Fund Interests
Debt Tenant-in-Common Securities
Option, Warrant or Other Right to Acquire Another Security Mineral Property Securities
Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security X Other (describe)
Series E Convertible Preferred Stock

10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
Yes X No

Clarification of Response (if Necessary):

11. Minimum Investment

Minimum investment accepted from any outside investor $0 USD

12. Sales Compensation

Recipient
Recipient CRD Number X None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
Street Address 1 Street Address 2
City State/Province/Country ZIP/Postal Code
State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
All States
Foreign/non-US

13. Offering and Sales Amounts

Total Offering Amount $150,000 USD
or Indefinite
Total Amount Sold $150,000 USD
Total Remaining to be Sold $0 USD
or Indefinite

Clarification of Response (if Necessary):

14. Investors

Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering.
Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:
1

15. Sales Commissions & Finder's Fees Expenses

Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.

Sales Commissions $0 USD
Estimate
Finders' Fees $0 USD
Estimate

Clarification of Response (if Necessary):

16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.

$0 USD
Estimate

Clarification of Response (if Necessary):

Signature and Submission

Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.

Terms of Submission

In submitting this notice, each issuer named above is:
  • Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information furnished to offerees.*
  • Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against the issuer in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.
  • Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not disqualified from relying on Rule 504 or Rule 506 for one of the reasons stated in Rule 504(b)(3) or Rule 506(d).

Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.

For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.

Issuer Signature Name of Signer Title Date
La Rosa Holdings Corp. /s/ Joseph La Rosa Joseph La Rosa President, CEO, & Interim CFO 2026-08-13

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.