Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. As previously disclosed, on January 7, 2026, Lakeside Holding Limited (the “Company”) received written notice from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, the Company had failed to comply with the minimum bid price of $1.00 per share requirement for continued listing on The Nasdaq Capital Market under Nasdaq List…

Co-Chief Executive Officer — Henry Liu: Henry Liu resigned as Co-Chief Executive Officer.

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On January 7, 2026, Lakeside Holding Limited (the “Company”) received a letter (the “Notice”) from the staff of the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, the Company had failed to comply with the minimum bid price of $1.00 per share requirement for continued listing on The Nasdaq Capital Market under Nasdaq Listing…

Unregistered Sales of Equity Securities. The information contained above under Item 1.01, to the extent applicable, is incorporated by reference herein. Based in part upon the representations of the Investors in the Securities Purchase Agreement, the placement and sale of the Shares is to be made in reliance on the exemption afforded by Section 4(a)(2) and/or Regulation S of the Securities Act of 1933, as amended (the “Securities Act”). None of the securities have been registered under the Se…

Entry into Material Definitive Agreements . Private Placement On December 29, 2025, Lakeside Holding Limited (the “Company”) entered into a securities purchase agreement (the “Securities Purchase Agreement”) with certain investors named therein (the “Investors”), for the issuance and sale by the Company of an aggregate of 5,600,000 shares of common stock, par value $0.0001 per share (the “Shares”) in an offering (the “Private Placement”). The Securities Purchase Agreement includes customary r…

Unregistered Sales of Equity Securities. The information contained above under Item 1.01, to the extent applicable, is incorporated by reference herein. Based in part upon the representations of the Investors in the Securities Purchase Agreement, the placement and sale of the Shares was made in reliance on the exemption afforded by Section 4(a)(2) and/or Regulation S of the Securities Act of 1933, as amended (the “Securities Act”). None of the securities have been registered under the Securit…

Entry into Material Definitive Agreements . Private Placement On December 15, 2025, Lakeside Holding Limited (the “Company”) entered into a securities purchase agreement (the “Securities Purchase Agreement”) with certain investors named therein (the “Investors”), for the issuance and sale by the Company of an aggregate of 8,400,000 shares of Common Stock, par value $0.0001 per share (the “Shares”) in an offering (the “Private Placement”). The Securities Purchase Agreement includes customary r…

Chief Executive Officer — Mr. Yang Li: Mr. Yang Li was promoted to joint Chief Executive Officer from his previous role as Chief Operating Officer.

Director — Ms. Yiye Zhou: Ms. Yiye Zhou resigned from the Board of Directors.

Chairman of the Board of Directors and Chief Operating Officer — Mr. Lan Su: Mr. Lan Su resigned from his roles, and Mr. Yang Li was appointed as the new Chairman of the Board and Chief Operating Officer.

Director — Ms. Cynthia Vuong: Resigned from the Board of Directors.

of the Original Form 8-K to correct the aggregate number of shares of Common Stock issued from 1,500,000 shares to 2,000,000 shares, and the purchase price from $1.00 to $0.75 per share. The foregoing summary of the Amendment does not purport to be complete and is qualified in their entirety by reference to a copy of the Amended Securities Purchase Agreement filed herewith as Exhibit 10.1.

Unregistered Sales of Equity Securities. The information contained above under Item 1.01, to the extent applicable, is incorporated by reference herein. Based in part upon the representations of the Investors in the Securities Purchase Agreement, the placement and sale of the Shares was made in reliance on the exemption afforded by Section 4(a)(2) and/or Regulation S of the Securities Act of 1933, as amended (the “Securities Act”). None of the securities have been registered under the Securit…

Entry into Material Definitive Agreements . Private Placement On August 4, 2025, Lakeside Holding Limited (the “Company”) entered into a securities purchase agreement (the “Securities Purchase Agreement”) with certain investors named therein (the “Investors”), for the issuance and sale by the Company of an aggregate of 1,807,229 shares of Common Stock, par value $0.0001 per share (the “Shares”) in an offering (the “Private Placement”). The Securities Purchase Agreement includes customary repr…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On July 28, 2025, Lakeside Holding Limited (the “Company”) received a letter (the “Notice”) from the staff of the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, the Company had failed to comply with the minimum bid price of $1.00 per share requirement for continued listing on The Nasdaq Capital Market under Nasdaq Listing R…

Unregistered Sales of Equity Securities. The information contained above under Item 1.01, to the extent applicable, is incorporated by reference herein. Based in part upon the representations of the Investors in the Securities Purchase Agreement, the placement and sale of the Shares was made in reliance on the exemption afforded by Section 4(a)(2) and/or Regulation S of the Securities Act of 1933, as amended (the “Securities Act”). None of the securities have been registered under the Securit…

Entry into Material Definitive Agreements . Private Placement On July 16, 2025, Lakeside Holding Limited (the “Company”) entered into a securities purchase agreement (the “Securities Purchase Agreement”) with certain investors named therein (the “Investors”), for the issuance and sale by the Company of an aggregate of 1,500,000 shares of Common Stock, par value $0.0001 per share (the “Shares”) in an offering (the “Private Placement”). The closing of the Private Placement occurred on July 17,…

Entry into Material Definitive Agreements . Private Placement On June 24, 2025, Lakeside Holding Limited (the “Company”) entered into a securities purchase agreement (the “Securities Purchase Agreement”) with certain investors named therein (the “Investors”), for the issuance and sale by the Company of an aggregate of [3,000,000] shares of Common Stock, par value $0.0001 per share (the “Shares”) in an offering (the “Private Placement”). The Securities Purchase Agreement includes customary rep…

Unregistered Sales of Equity Securities. The information contained above under Item 1.01, to the extent applicable, is incorporated by reference herein. Based in part upon the representations of the Investors in the Securities Purchase Agreement, the placement and sale of the Shares was made in reliance on the exemption afforded by Section 4(a)(2) and/or Regulation S of the Securities Act of 1933, as amended (the “Securities Act”). None of the securities have been registered under the Securit…

Results of Operations and Financial Condition. On May 15, 2024, Lakeside Holding Limited (the “ Company ”) announced its financial results for the fiscal quarter ended March 31, 2025. A copy of the press release is attached as Exhibit 99.1 to this Report. The information under this Item 2.02, including Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, (the “ Exchange Act ”) or otherwise subject to the liabilities of that se…

Unregistered Sales of Equity Securities. The information contained above under Item 1.01, to the extent applicable, is hereby incorporated by reference herein. Based in part upon the representations of the Investor in the Securities Purchase Agreement, the placement and sale of the Notes and Warrants was made in reliance on the exemption afforded by Section 4(a)(2) of the Securities Act. None of the securities have been registered under the Securities Act and may not be offered or sold in the…

Entry into Material Definitive Agreements . As previously reported, on March 5, 2025, Lakeside Holding Limited (the “Company”) entered into a securities purchase agreement (the “Securities Purchase Agreement”) with an institutional investor (the “Investor”). Under the Securities Purchase Agreement, the Company agreed to issue 7% original issue discount secured convertible promissory notes (“Notes”) in the aggregate principal amount of up to $4.5 million and accompanying Warrants (as defined b…

Chairman and Director — Henry Liu: Mr. Henry Liu resigned from his position as the chairman and a member of the board of directors.

Unregistered Sales of Equity Securities. The information contained above under Item 1.01, to the extent applicable, is hereby incorporated by reference herein. Based in part upon the representations of the Investor in the Securities Purchase Agreement, the placement and sale of the Notes and Warrants was made in reliance on the exemption afforded by Section 4(a)(2) of the Securities Act. None of the securities have been registered under the Securities Act and may not be offered or sold in the…

Entry into Material Definitive Agreements . Financing On March 5, 2025, Lakeside Holding Limited (the “Company”) entered into a securities purchase agreement (the “Securities Purchase Agreement”) with an institutional investor (the “Investor”). Under the Securities Purchase Agreement, the Company agreed to issue 7% original issue discount secured convertible promissory notes (“Notes”) in the aggregate principal amount of up to $4.5 million and accompanying Warrants (as defined below) , in up…