10-K/A: Linkhome Holdings Inc. Files Amended Annual Report
Annual Report Amendment
Linkhome Holdings Inc. has filed an amendment to its 2025 annual report, addressing disclosure controls, executive compensation, and beneficial ownership, while also adding human capital resources disclosure.
Summary
- Linkhome Holdings Inc. has filed an amendment (Amendment No. 1) to its original Form 10-K for the fiscal year ended December 31, 2025.
- The amendment revises the conclusion on the effectiveness of disclosure controls and procedures as of December 31, 2025, due to a material weakness in internal control over financial reporting.
- It supplements executive compensation disclosure to include the CFO, Na Li, as a named executive officer for 2025 and 2024.
- Beneficial ownership disclosures have also been revised.
- New disclosures regarding human capital resources have been added.
- The company's core business remains an AI-driven property technology platform, utilizing HomeGPT for real estate transactions, including brokerage, Cash Offer, and mortgage services.
- The company facilitated over $180 million in agent brokerage transactions by December 31, 2025.
- As of December 31, 2025, the company had 16,230,000 shares of common stock outstanding.
- The company's IPO was effective on July 23, 2025, with shares trading on the Nasdaq Capital Market under the symbol LHAI.
- Net revenues for 2025 were $20,994,347, a significant increase from $7,615,307 in 2024, primarily driven by the Cash Offer program.
- However, gross profit decreased by 47.43% to $773,017 in 2025 from $1,470,381 in 2024, with a blended gross margin of 3.68% in 2025 compared to 19.31% in 2024.
- Net income decreased substantially by 90.38% to $74,874 in 2025 from $778,236 in 2024.
- The company reported a material weakness in its internal control over financial reporting due to a lack of sufficient in-house qualified accounting staff, inadequate controls and segregation of duties, and insufficient policies and procedures.
Sentiment
Score: 3
Explanation: StockSavvy.ai views this filing as negative due to the significant decline in profitability and the disclosure of material weaknesses in internal controls, despite strong revenue growth and a successful IPO.
Positives
- Significant revenue growth of 175.69% in 2025, reaching $20,994,347, driven by a 206.84% increase in revenue from the Cash Offer program.
- Successful completion of an Initial Public Offering (IPO) on July 23, 2025, raising approximately $6.9 million in gross proceeds.
- Cash and cash equivalents increased significantly to $7,018,931 as of December 31, 2025, from $1,670,949 as of December 31, 2024, indicating improved liquidity.
- The company's AI-driven platform and Cash Offer program are gaining traction, facilitating a substantial increase in property transactions.
- The company has a clear strategy to expand its services and market reach, leveraging AI and fintech innovations.
- All non-employee directors are considered independent according to Nasdaq listing requirements.
Negatives
- A substantial decrease in net income by 90.38% to $74,874 in 2025 from $778,236 in 2024.
- A significant decline in gross profit by 47.43% and a reduction in blended gross margin from 19.31% in 2024 to 3.68% in 2025, primarily due to lower margins in the Cash Offer program.
- The company disclosed a material weakness in its internal control over financial reporting, citing a lack of qualified accounting staff, inadequate controls, and insufficient policies and procedures.
- Disclosure controls and procedures were deemed not effective as of December 31, 2025, due to the material weakness.
- Increased general and administrative expenses by 81.39% in 2025, largely due to higher legal and accounting costs associated with being a public company.
- The company's business is heavily concentrated in California, making it vulnerable to regional economic downturns.
- Reliance on digital marketing initiatives, which may become more expensive and less effective due to algorithm changes or increased competition.
Risks
- The business is highly dependent on macroeconomic and U.S. residential real estate market conditions, including interest rates, unemployment, and credit markets.
- The company may not achieve or maintain profitability due to ongoing investments, increased competition, and potential failure to execute growth strategies.
- Concentration of operations in certain geographic markets, primarily California, poses a risk if these markets experience downturns.
- Future market share gains may take longer than planned and incur significant costs.
- Revenue and results of operations are expected to fluctuate due to seasonality, market cycles, and competitive pressures.
- Heavy reliance on digital marketing and search engine optimization, which are subject to external factors and algorithm changes.
- Cyber-attacks and security vulnerabilities could harm the company's reputation, business, and financial condition.
- The company may not be able to obtain and provide comprehensive and accurate real estate listings quickly or at all.
- Intense competition in the residential brokerage industry could harm the business if the company cannot compete effectively on price, service, and technology.
- The company's growth may be limited by historically low home inventory levels.
- Increasingly stringent federal, state, and local laws and regulations related to real estate, data security, and consumer protection could increase compliance costs and liabilities.
- The company is subject to litigation risks, and adverse outcomes could harm its business and financial condition.
- Failure to protect intellectual property rights could impair the company's ability to compete.
- Reliance on third-party licensed technology and potential errors in licensed software could increase costs or reduce service levels.
- The company's software is complex and may contain undetected errors or vulnerabilities.
- Changes in privacy or consumer protection laws could adversely affect customer acquisition.
- The company's business depends on third-party network and mobile infrastructure and the ability to scale its technology.
- The company's website is hosted at a single facility, the failure of which would harm its business.
- The company depends on its senior management team, and the loss of key personnel could disrupt operations.
- The company may need to raise additional capital, and may not be able to do so on acceptable terms.
- The company may not realize anticipated benefits from acquisitions or investments and may incur substantial costs.
- The company will incur increased costs as a result of operating as a public company and managing compliance initiatives.
- Changes in applicable tax laws and regulations could adversely affect the business.
- Catastrophic events may disrupt the company's business.
Future Outlook
The company plans to continue developing its AI real estate platform, increase market share, launch in new cities, and expand its products and services to become a one-stop shop for buyers and sellers. Investments in research and development are expected to increase to strengthen technological capabilities and service offerings.
Management Comments
- Management has concluded that the company's disclosure controls and procedures were not effective as of December 31, 2025, due to a material weakness in internal control over financial reporting.
- Management plans to hire additional credentialed professional staff and consulting professionals with greater knowledge and experience of U.S. GAAP and related regulatory requirements to oversee the financial reporting process.
- Management intends to engage third-party expertise to formalize and implement accounting policies and procedures relating to financial reporting and disclosure requirements.
Industry Context
StockSavvy.ai notes that Linkhome Holdings Inc. is operating in a rapidly evolving real estate technology sector, leveraging AI and fintech to disrupt traditional brokerage models. The company's focus on an integrated platform and services like 'Cash Offer' aligns with broader industry trends towards digital transformation and enhanced customer experience. However, the significant decrease in gross margin and net income, coupled with internal control weaknesses, indicates challenges in scaling its innovative model profitably.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Disclosure Controls and Procedures | Management concluded that disclosure controls and procedures were not effective as of December 31, 2025, due to material weaknesses in internal control over financial reporting. | 2025-12-31 | Requires remediation and increased oversight. |
| Internal Control over Financial Reporting | Material weaknesses identified include lack of sufficient in-house qualified accounting staff, inadequate controls and segregation of duties, and lack of adequate policies and procedures. | 2025-12-31 | Impacts the reliability of financial reporting; remediation plan in place. |
| Board of Directors Composition | The Board has six members, with three determined to be independent directors in accordance with Nasdaq listing requirements. | N/A | Meets Nasdaq independence requirements for the board. |
| Audit Committee Composition | Comprised of Xiaoyu Li, Xin Liu (chairman), and Minghui Sun. Meets Nasdaq and SEC independence requirements and has an audit committee financial expert. | N/A | Ensures oversight of accounting and auditing practices. |
| Compensation Committee Composition | Comprised of Minghui Sun (chairperson) and Xin Liu. | N/A | Oversees executive and director compensation. |
| Nominating and Corporate Governance Committee Composition | Comprised of Minghui Sun and Xin Liu (chairperson). | N/A | Responsible for director nominations and corporate governance matters. |
Legal Proceedings
- As of December 31, 2025, management was not aware of any material litigation, arbitration, or governmental proceedings pending against the company or its management.
Related Party Transactions
- For the year ended December 31, 2024, the company purchased three properties for $2,884,882 and sold them to Haiyan Ma for $2,940,544.
- For the year ended December 31, 2024, the company purchased a property for $1,425,930 from Haiyan Ma and sold it to Na Li for $1,670,000.
- In 2025, the company earned $126,000 in real estate agency commission from Na Li, paying a $28,440 referral fee to Haiyan Ma.
- In 2024, the company provided real estate agency services to Haiyan Ma for two property sales and one purchase, earning $62,650 in commission.
- In 2024, the company provided real estate agency services to Zhen Qin and Na Li for a property purchase, earning $50,000 in commission.
- In 2024, the company provided home renovation services to Haiyan Ma, earning $53,012 in revenue and incurring $43,332 in costs.
- In 2024, the company provided home renovation services to Na Li, earning $64,500 in revenue and incurring $56,769 in costs.
- In 2025, the company incurred $45,000 in commission expenses paid to Na Li.
- As of December 31, 2024, $55,000 was due to Zhen Qin from a loan provided on May 1, 2024; this balance was fully repaid by December 31, 2025.
Stakeholder Impact
- Shareholders may experience dilution if future capital raises involve equity issuance.
- Investors may be concerned about the decrease in net income and gross margins, as well as the material weakness in internal controls.
- Customers may benefit from the AI-driven platform and Cash Offer program, but the company's ability to maintain service quality is linked to its financial performance and control environment.
- Employees may be impacted by the company's efforts to remediate internal control weaknesses, potentially involving hiring new staff or implementing new procedures.
Next Steps
- Continue to develop the artificial intelligence real estate platform (HomeGPT).
- Increase market share in existing markets.
- Expand into new geographic markets across the United States.
- Increase service offerings to become an all-in-one property platform.
- Hire additional credentialed professional staff and consulting professionals to address internal control weaknesses.
- Provide additional training to accounting personnel on U.S. GAAP.
- Engage third-party expertise to formalize and implement accounting policies and procedures.
Key Dates
| Date | Description |
|---|---|
| 2021-07-13 | Linkhome Realty Group incorporated in California. |
| 2023-11-06 | Linkhome Holdings Inc. incorporated in Nevada. |
| 2023-11-17 | Linkhome Realty obtained its own real estate broker license. |
| 2024-01-01 | Linkhome Realty's tax status changed to C-corporation. |
| 2024-01-01 | Company adopted ASU 2023-07, Segment Reporting. |
| 2024-05-01 | Zhen Qin lent $530,000 to the Company. |
| 2025-01-01 | Company adopted ASU 2023-09, Income Taxes. |
| 2025-07-23 | Registration Statement on Form S-1 declared effective by the SEC. |
| 2025-07-23 | IPO priced at $4.00 per share. |
| 2025-07-24 | Common stock commenced trading on the Nasdaq Capital Market under the symbol LHAI. |
| 2025-07-25 | IPO closed. |
| 2025-08-01 | New office lease commenced in Irvine, California. |
| 2025-09-01 | New office lease commenced in Irvine, California. |
| 2025-10-01 | Company adopted ASU 2023-07, Segment Reporting. |
| 2025-12-05 | Internally developed software for AI platform placed into service. |
| 2025-12-31 | Fiscal year end. |
| 2026-03-26 | Original Form 10-K filed. |
| 2026-05-19 | Amendment No. 1 to Form 10-K filed. |
Recommendation
holdWhile the company shows strong revenue growth driven by its innovative AI and fintech solutions in real estate, the significant decline in profitability, reduced gross margins, and the disclosure of material weaknesses in internal controls present considerable risks. The successful IPO provides liquidity, but the operational and financial challenges require careful monitoring. A 'hold' recommendation is appropriate pending evidence of successful remediation of control issues and a stabilization or improvement in profitability.
Keywords
Linkhome Holdings Inc., SEC Filing, 10-K/A, Annual Report, Real Estate Technology, AI in Real Estate, HomeGPT, Cash Offer, Fintech, Real Estate Brokerage, IPO, Disclosure Controls, Internal Controls, Executive Compensation, Human Capital Resources
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