La Rosa Holdings Corp. filing reports that SZOP Opportunities I LLC and SZOP Opportunities Management LLC each beneficially own 59,378 shares of common stock, representing 9.9% of the class based on approximately 535,000 Shares outstanding as of January 26, 2026.
The filing states these Shares "may be purchased" under an Equity Purchase Facility Agreement and that the percent of class gives effect to the verbatim Ownership Limitation: "prohibits SZOP Opportunities from purchasing any Shares... to exceed 9.99% of the Shares outstanding." The Reporting Persons disclaim beneficial ownership except to the extent of any pecuniary interest.
Positive
None.
Negative
None.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
La Rosa Holdings Corp.
(Name of Issuer)
Common Stock, $0.0001 par value
(Title of Class of Securities)
50172T301
(CUSIP Number)
02/04/2026
(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.
50172T301
1
Names of Reporting Persons
SZOP Opportunities I 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
0.00
6
Shared Voting Power
59,378.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
59,378.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
59,378.00
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)
9.9 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: Please see note in Item 4(a).
SCHEDULE 13G
CUSIP No.
50172T301
1
Names of Reporting Persons
SZOP Opportunities 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
0.00
6
Shared Voting Power
59,378.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
59,378.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
59,378.00
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)
9.9 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: Please see note in Item 4(a).
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:
SZOP Opportunities I LLC - 59,378*
SZOP Opportunities Management LLC - 59,378*
*The Common Stock (the "Shares") of La Rosa Holdings Corp. (the "Issuer") reported herein represents Shares that may be purchased by SZOP Opportunities I LLC ("SZOP Opportunities") pursuant to an Equity Purchase Facility Agreement (the "Purchase Agreement") between SZOP Opportunities and the Issuer. SZOP Opportunities is wholly owned by SZOP Opportunities Management LLC (the "Manager," and collectively with SZOP Opportunities, the "Reporting Persons"). The Manager is managed by a board of managers comprised of three persons which requires that voting and disposition decisions with respect to the Shares be approved by a majority of the managers. By virtue of their relationship, the Reporting Persons may be deemed to have shared voting and dispositive power with respect to the Shares that SZOP Opportunities may be required to purchase pursuant to the Purchase Agreement.
Under the Purchase Agreement, at the Issuer's sole discretion, SZOP Opportunities may be required to purchase Shares, in accordance with the terms and subject to the conditions and limitations of the Purchase Agreement. One of such limitations is that the Purchase Agreement prohibits SZOP Opportunities from purchasing any Shares, which, when aggregated with all other Shares then beneficially owned by SZOP Opportunities and its affiliates, would result in the beneficial ownership by SZOP Opportunities and its affiliates to exceed 9.99% of the Shares outstanding (the "Ownership Limitation"). For the sake of clarity, affiliates of the Reporting Persons are also subject to contractual limitations that prohibit them from acquiring beneficial ownership of any Shares to the extent that such affiliate, together with its affiliates, would beneficially own in excess of 9.99% of the Shares outstanding.
As such, the percent of class reported herein is giving effect to the Ownership Limitation and is based upon a statement in the Issuer's Form 8-K filed on January 27, 2026 that there were approximately 535,000 Shares outstanding as of January 26, 2026 plus the approximate total number of Shares that the Reporting Persons may acquire at the direction of the Issuer (subject to the Ownership Limitation) in accordance with Rule 13d-3(d)(1)(i) under the Act.
The Reporting Persons are electing to file this Schedule 13G solely to the extent that, for the purposes of Section 240.13d-3, the Reporting Persons are deemed to beneficially own the Shares pursuant to the Purchase Agreement. The filing of this report shall not be deemed an admission, for purposes of Section 13 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Each of the Reporting Persons disclaims beneficial ownership of the Shares reported herein except to the extent of such Reporting Person's pecuniary interest, if any, therein.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
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 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.
What stake does SZOP report in La Rosa Holdings (LRHC)?
SZOP reports beneficial ownership of 59,378 shares, equal to 9.9% of the class. This percentage is calculated using approximately 535,000 Shares outstanding as of January 26, 2026 as stated in the filing.
Are these shares currently owned or conditional under an agreement?
The filing states the Shares "may be purchased" under an Equity Purchase Facility Agreement. It explains purchases are at the Issuer's discretion and subject to the terms and limitations of the Purchase Agreement.
What is the "Ownership Limitation" cited in the filing?
The Purchase Agreement "prohibits SZOP Opportunities from purchasing any Shares... to exceed 9.99% of the Shares outstanding." The filing says the reported 9.9% gives effect to that Ownership Limitation.
Who are the Reporting Persons named in the filing for LRHC?
The Reporting Persons are SZOP Opportunities I LLC and SZOP Opportunities Management LLC. The filing states SZOP Opportunities is wholly owned by the Manager and the Manager is managed by a three-person board of managers.
Does the filing claim direct voting or dispositive control of the shares?
The Reporting Persons report 0 shares of sole voting or sole dispositive power and 59,378 shares of shared voting and dispositive power. Voting and disposition decisions require approval by a majority of the board of managers.