Welcome to our dedicated page for Nature's Miracle Holding SEC filings (Ticker: NMHI), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Nature's Miracle Holding Inc. (NMHI) files reports and current event disclosures with the U.S. Securities and Exchange Commission as an emerging growth company with common stock and warrants registered under Section 12(g) of the Exchange Act. This SEC filings page for NMHI brings together its Forms 8-K and other regulatory documents so investors can review material agreements, capital structure changes, and governance actions in one place, with AI-powered summaries that explain the key points in plain language.
In its recent Form 8-K filings, Nature's Miracle has reported several significant corporate actions. These include Securities Purchase Agreements for Series D preferred stock and Series A preferred stock, detailing stated values, dividend rates, and conversion prices into common stock, as well as ownership limits for individual holders. The company has also filed Certificates of Designation for Series B, Series C, and Series D preferred stock, describing how each series converts into common stock and how many votes each preferred share carries when voting together with common stock.
Another 8-K describes a Membership Interest Purchase Agreement to acquire all membership interests of Zak Properties, LLC, which owns certain real property in Ohio, and a related unsecured convertible promissory note with specified interest and conversion terms. In a separate 8-K, Nature's Miracle reported filing a Certificate of Amendment to increase its authorized common stock from 100,000,000 to 1,000,000,000 shares, following stockholder approval.
On this page, AI-generated highlights can help readers quickly understand the implications of these filings, such as potential dilution from preferred stock and convertible notes, changes to authorized share capital, and the structure of voting rights. Users can also track insider and significant holder activity through forms that report ownership changes, and locate the company’s annual and quarterly reports when filed, including 10-K and 10-Q documents, with AI insights that point out important risk factors, business descriptions, and capital structure details.
Nature’s Miracle Holding Inc. entered into a Settlement Agreement with 1800 Diagonal Lending LLC to resolve litigation over defaults under several convertible promissory notes. Claims with an asserted aggregate indebtedness of approximately $791,323.32, plus interest, were settled for a reduced $575,000 settlement amount.
The Settlement Amount will be satisfied through cash payments and conversion rights under certain notes. The Company agreed to reserve 222,000,000 shares of common stock for 1800 Diagonal and to increase its authorized share capital, reserving additional shares as needed by July 31, 2026. If the Company defaults on payments or share-reserve obligations, 1800 Diagonal may seek judgment for the full asserted amount and permanent injunctive relief, while full payment or conversion will lead to note cancellation and dismissal of the action.
Nature’s Miracle Holding Inc. reported a challenging quarter ended March 31, 2026. Revenue fell sharply to $41,605 from $1,106,819 a year earlier, producing gross profit of only $2,920 and an operating loss of $1,087,864.
Despite this, the company posted net income of $2,845,274, largely from a non-recurring $5,070,520 gain on debt settlement and a favorable change in fair value of commitment shares. Cash and cash equivalents were $45,695, with a working capital deficit of about $17.6M and total liabilities of $29.3M exceeding assets of $21.5M, leaving stockholders’ deficit at roughly $9.3M.
Management discloses recurring operating losses, negative operating cash flow of about $1.6M, heavy use of short-term and convertible debt, and substantial dilution, as common shares outstanding rose to 308,306,016 from 112,852,596. These factors led to a conclusion that substantial doubt exists about the company’s ability to continue as a going concern, even though it has a $20M equity line and a related-party $2M convertible note facility available for additional financing.
Nature's Miracle Holding Inc. notified the SEC that it cannot timely file its Quarterly Report on Form 10-Q for the period ended March 31, 2026 because it needs additional time to complete review of the financial statements and related notes. The company expects to file the Quarterly Report within five calendar days of the prescribed due date.
Nature’s Miracle Holding Inc. filed its annual report describing a controlled-environment agriculture hardware business that remains unprofitable and under significant financial strain. The company generated approximately $9.3 million of revenue in 2024 with a gross loss of $2.8 million, and reports recurring operating losses and negative operating cash flow that raise substantial doubt about its ability to continue as a going concern.
Management notes a sharp revenue concentration, with the top five customers providing 56.30% of 2025 revenue of $1,742,360, and major dependence on a handful of suppliers that represented over 90% of 2024 and 2025 purchases. In 2025, the company diversified by acquiring the PNC Bank Tower in Toledo, Ohio, assuming $2.65 million of loans and issuing a new $3 million secured note, and expects $1.8–$2.0 million in annual gross rents starting 2026.
The report highlights past equity raises in 2024 largely used to repay merger-related and short-term debt, additional 2025 financing through convertible debt and preferred equity, and settlements involving merchant cash advance lenders. Nature’s Miracle also discloses that its shares were delisted from Nasdaq in January 2025 for not meeting minimum shareholders’ equity requirements and now trade on the OTC Pink Market.
Nature’s Miracle Holding Inc. filed an amended quarterly report to restate its unaudited financial statements for the three and nine months ended September 30, 2025 after identifying an unrecorded $1.65 million short‑term loan at newly acquired Zak Properties.
The restatement increases short‑term loans and total liabilities and reduces additional paid‑in capital, deepening the stockholders’ deficit to $(9.36) million. For the nine months, the company generated revenue of $1.66 million and recorded a net loss of $5.99 million, with cash of only $61,450 and a working capital deficit of about $19.7 million.
Management concludes that recurring losses, negative operating cash flow and large deficits raise substantial doubt about Nature’s Miracle’s ability to continue as a going concern. The company cites material weaknesses in internal control over financial reporting, particularly around due diligence for acquisitions, and plans enhanced reconciliation and review controls.
Nature’s Miracle Holding Inc. announced that investors should no longer rely on its previously issued unaudited condensed consolidated financial statements as of and for the period ended September 30, 2025. Those statements, filed on Form 10-Q on November 14, 2025, omitted an amount in short term loans.
The company has restated its condensed financial statements for the three and nine months ended September 30, 2025 to properly record the short term loan and will file an amended Form 10-Q/A for that quarter. Management and the Audit Committee discussed these matters with the company’s independent registered public accounting firm and with WWC, P.C., its auditor for the fiscal year ended December 31, 2025.
Nature's Miracle Holding Inc. notified the SEC it will not file its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 by the prescribed due date. The company's independent auditor is completing the 2025 audit and the company expects to file within fifteen calendar days of the prescribed due date. The notification was signed by CEO Tie (James) Li on March 30, 2026.
Nature’s Miracle Holding Inc. reports a leadership change. Zhiyi (Jonathan) Zhang resigned as President of the company effective February 28, 2026, and stepped down from the board of directors and its committees effective December 31, 2025. The company states his resignation was not due to any disagreement over operations, policies, or practices. The board has appointed Jinlong (Frank) Du to Zhang’s former roles, consistent with a prior disclosure made on February 9, 2026.
Nature’s Miracle Holding Inc. entered into a settlement and mutual release agreement with Megaphoton, Inc. to resolve a contract-related lawsuit in the U.S. District Court for the Central District of California. Both sides agreed to dismiss all claims with prejudice and provided mutual releases without any admission of wrongdoing.
The company will issue unregistered common shares as settlement consideration in a private placement relying on Section 4(a)(2) of the Securities Act; these “Settlement Shares” will carry restrictive legends and be subject to Rule 144 resale limits until registered. Nature’s Miracle also signed an employment agreement with a new executive who will serve as President and a director. The executive’s base salary must be at least equal to the chief executive officer’s total annual salary and remuneration, with a minimum of $300,000 per year through January 31, 2029, and automatic one-year renewals unless either party gives timely notice.
Nature’s Miracle Holding Inc. (NMHI) has amended its charter to sharply increase its authorized common stock. The company filed a Certificate of Amendment in Delaware to raise its authorized common stock, par value $0.0001 per share, from 100,000,000 shares to 1,000,000,000 shares.
This change was approved by written consent of shareholders holding a majority of the voting power of the outstanding common and preferred stock, following a recommendation by the Board of Directors. The higher authorization does not by itself issue new shares, but it allows the company to issue additional equity in the future for purposes such as financings, acquisitions or equity incentives if it chooses to do so.