CTO — James Liao: The CTO resigned for personal reasons without any reported disagreement with the company, representing a standard executive departure.

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On July 22, 2026, the Company received a deficiency letter (the “Letter”) from the Nasdaq Listing Qualifications Department (the “Staff”) of the Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, for a period of 30 consecutive business days, the Company’s market value of listed securities (“MVLS”) closed below the $35,000,000 MVLS threshold required for continued listing on the Nas…

Director — Michelle Jie Shen: Ms. Shen was elected as a director and entered into an offer letter and indemnification agreement with the company.

Director — Ms. Yiqing Miao: Ms. Yiqing Miao stepped down as a director upon the election of her successor, Michelle Jie Shen.

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On November 5, 2025, the Company received a deficiency letter (the “Letter”) from the Nasdaq Listing Qualifications Department (the “Staff”) of the Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, for a period of 30 consecutive business days, the Company’s market value of listed securities (“MVLS”) closed below the $35,000,000 MVLS threshold required for continued listing on the…

Changes in Registrant’s Certifying Accountant. (a) Resignation of Independent Registered Public Accounting Firm On November 1, 2024, CBIZ CPAs P.C. acquired (the “Acquisition”) the attest business of Marcum LLP (“Marcum”). In connection with the Acquisition, on May 1, 2025, Marcum resigned as the independent registered public accounting firm of Foxx Development Holdings Inc. (the “Company”). The Audit Committee of the Board of Directors of the Company (the “Audit Committee”) accepted Marcum’s…

Other Events. As previously announced, on November 22, 2024, Ximena Semensato (the “Plaintiff”) filed Semensato v. Foxx Development Holdings Inc., et al., No. 2024-1200 (Del. Ch. Ct.), a class action complaint (the “Complaint”) in Delaware Chancery Court (the “Court”) against Foxx Development Holdings Inc. (the “Company”) and certain “Individual Defendants” (“Joy” Yi Hua, Haitao Cui, “Jeff” Feng Jiang, “Eva” Yiqing Miao and Edmund R. Miller) (the “Action”). The Action seeks declaratory relief…

Other Events. On November 22, 2024, Ximena Semensato (the “Plaintiff”) filed Semensato v. Foxx Development Holdings Inc., et al., No. 2024-1200 (Del. Ch. Ct.), a class action complaint (the “Complaint”) in Delaware Chancery Court (the “Court”) against Foxx Development Holdings Inc. (the “Company”) and certain “Individual Defendants” (“Joy” Yi Hua, Haitao Cui, “Jeff” Feng Jiang, “Eva” Yiqing Miao and Edmund R. Miller). The lawsuit seeks declaratory relief under provisions of the Delaware Gener…

Director — Mr. Jeff Feng Jiang: Mr. Jeff Feng Jiang resigned due to personal reasons.

Regulation FD Disclosure On September 26, 2024, Foxx Development Holdings Inc. (“Foxx”), formerly known as Acri Capital Merger Sub I Inc., issued a press release announcing the closing of its previously announced business combination (the “Business Combination”) with Acri Capital Acquisition Corporation, a Delaware corporation. A copy of the press release is furnished as Exhibit 99.1 hereto . The information contained in this Current Report on Form 8-K (including the exhibits) is being furnis…