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UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section
13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of
earliest event reported) June 2, 2026
| Toppoint Holdings Inc. |
| (Exact name of registrant as specified in its charter) |
| Nevada |
|
001-42471 |
|
92-2375560 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
| 1250 Kenas Road, North Wales, PA |
|
19454 |
| (Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone
number, including area code 551-866-1320
| |
| (Former name or former address, if changed since last report.) |
Check the appropriate
box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following
provisions:
| ☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section
12(b) of the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
| Common Stock, par value $0.0001 per share |
|
TOPP |
|
NYSE American LLC |
Indicate by check mark
whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities
Exchange Act of 1934.
Emerging Growth Company
☒
If an emerging growth
company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or
revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 8.01 Other Events.
On June 2, 2026, Toppoint Holdings Inc., a Nevada
corporation (the “Company”) issued a press release in response to unusual trading activity in the Company’s common stock.
The press release was issued at the request of the NYSE American and in accordance with Section 401(d) of the NYSE American Company
Guide. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. |
|
Description |
| 99.1 |
|
Press Release dated June 2, 2026 |
| 104 |
|
Cover Page Interactive Data File (embedded with the Inline XBRL document) |
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
| Date: June 2, 2026 |
Toppoint Holdings Inc. |
| |
|
|
| |
By: |
/s/ Hok C Chan |
| |
Name: |
Hok C Chan |
| |
Title: |
Chief Executive Officer and President |
Exhibit 99.1
Toppoint Holdings Inc. Comments on Unusual Trading
Activity
NORTH WALES, PA, June 02, 2026 (GLOBE NEWSWIRE) -- Toppoint Holdings
Inc. (“Toppoint”) (NYSE American: TOPP), a truckload services and solutions provider focused on the recycling export supply
chain, today issued the following statement pursuant to Section 401(d) of the NYSE American Company Guide and at the request of
the NYSE American, in connection with its unusual trading activity in the Company’s common stock from May 27, 2026 through the pre-core
trading session on May 29, 2026:
The Company has conducted internal review and inquiries and confirms
that it is not aware of any material, undisclosed corporate developments that would account for the unusual trading activity observed
from May 27, 2026 through the pre-core trading session on May 29, 2026.
Toppoint will continue to monitor trading activity and will comply
with its disclosure obligations under applicable law and NYSE American listing standards. Investors are encouraged to rely only on Toppoint’s
official press releases and filings with the U.S. Securities and Exchange Commission for accurate and up-to-date information.
About Toppoint Holdings Inc.
Toppoint Holdings Inc. (NYSE American: TOPP) is a truckload services
and solutions provider focused on the recycling export supply chain. The Company is a key player in the New Jersey and Pennsylvania regional
trucking market for waste paper, scrap metal, and wooden logs, serving major ports in Newark, NJ and Philadelphia, PA. Toppoint also provides
import transportation services and has recently expanded into markets including Houston, Texas. The Company is incorporated in Nevada
and headquartered in North Wales, Pennsylvania.
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements
include, but are not limited to, statements regarding the Company’s plans, expectations, and financial outlook. Actual results may
differ materially from those anticipated due to factors including changes in market conditions, tariff and regulatory developments, port
congestion, competitive dynamics, the Company’s ability to collect on outstanding loan receivables, liquidity constraints, and other
risks described in the Company’s filings with the Securities and Exchange Commission. Toppoint undertakes no obligation to update
or revise any forward-looking statements.
Investor Relations Contact
Toppoint Holdings Inc.
1250 Kenas Road, North Wales, PA 19454
Phone: 551-866-1320
Email: Investors@toppointtrucking.com
NYSE American: TOPP