[8-K] Toppoint Holdings Inc. Reports Material Event

Rhea-AI Filing Summary

Toppoint Holdings Inc. (TOPP) furnished a Current Report on Form 8-K stating that on August 14, 2025 the company issued a press release with its financial results for the second fiscal quarter ended June 30, 2025. The filing identifies TOPP as a Nevada corporation with principal offices in North Wales, PA, and lists its common stock trading on NYSE American under the symbol TOPP. The Form 8-K includes Exhibit 99.1 (the press release dated August 14, 2025) and Exhibit 104 (the Inline XBRL cover page). The company notes the furnished information is not "filed" for Section 18 liability purposes and is not incorporated by reference into other SEC filings.

Insights

Financial Analyst

TL;DR: The company furnished its Q2 2025 results press release via Form 8-K; no financial figures are provided in this filing.

The filing formally notifies investors that a press release with second fiscal quarter results was issued and furnished as Exhibit 99.1. The 8-K clarifies the exhibit is "furnished, not filed," limiting certain legal liabilities and explicit incorporation into other SEC filings. Because this document contains no revenue, profit, or guidance figures, it serves as a procedural disclosure rather than a source of new financial data within this filing.

Corporate Governance Expert

TL;DR: Routine governance disclosure; CEO signed the 8-K and the company identified exhibits submitted with the report.

The report documents compliance with Exchange Act disclosure requirements by furnishing the press release and listing Exhibit 99.1 and Inline XBRL Exhibit 104. It records the CEO's signature and confirms the company is an emerging growth company. The filing language on furnishing versus filing is standard and limits incorporation by reference into other SEC submissions absent explicit reference.

false 0001960847 0001960847 2025-08-14 2025-08-14 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

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) August 14, 2025

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 2.02. Results of Operations and Financial Condition.

On August 14, 2025, Toppoint Holdings Inc. (the “Company”) issued a press release regarding the Company’s financial results for its second fiscal quarter ended June 30, 2025. A copy of the press release issued by the Company concerning the foregoing results is furnished hereto as Exhibit 99.1.

The information in Item 2.02 of this Current Report on Form 8-K and the exhibit attached hereto are intended to be “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. Except as shall be expressly set forth by specific reference in such filing, the information contained herein and in the accompanying exhibit shall not be incorporated by reference into any filing with the Securities and Exchange Commission made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

ITEM 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
99.1		Press Release dated August 14, 2025
104		Cover Page Interactive Data File (embedded with the Inline XBRL document)

1

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: August 14, 2025	Toppoint Holdings Inc.
	/s/ Hok C Chan
	Name:	Hok C Chan
	Title:	Chief Executive Officer and President

2