Results of Operations and Financial Condition On August 12, 2026, Toppoint Holdings Inc. (the “Company”) issued a press release (the “Press Release”) announcing its financial results for its second fiscal quarter ended June 30, 2026. A copy of the Press Release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The Press Release contains certain business updates and forward-looking statements regarding the Company’s expectations, plans and prospects. The information in this

Director — Ms. Tianheng Li: Resigned for personal reasons.

Entry into a Material Definitive Agreement. On May 19, 2026, Toppoint Holdings Inc., a Nevada corporation (the “Company”), entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain investors (collectively, the “Purchasers”), pursuant to which the Company agreed to issue and sell to the Purchasers, in a private placement, an aggregate of 5,000,000 shares of the Company’s common stock, par value $0.0001 per share (the “Shares”), at a purchase price of $0.83 per share,…

Unregistered Sales of Equity Securities. The information set forth above in

Results of Operations and Financial Condition On May 14, 2026, Toppoint Holdings Inc. issued a press release (the “Press Release”) announcing its financial results for the three months ended March 31, 2026. A copy of the Press Release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The Press Release contains certain business updates and forward-looking statements regarding the Company’s expectations, plans and prospects. The information in this

Director/interim Chief Financial Officer — Ms. Florence Ng, Ms. Tan Ying Lo, Mr. Kah Loong Randy Yeo: Multiple directors and the interim Chief Financial Officer resigned due to personal reasons.

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 incorp…

Director — Anthony Kwong: Appointment of Anthony Kwong as a new director to expand the board.

Entry into a Material Definitive Agreement. Share Purchase Agreement On January 27, 2026, Toppoint Holdings Inc. (the “Company”) entered into a Share Purchase Agreement (the “SPA”) with Cullinan Investor Ltd., a British Virgin Islands entity (the “Buyer”), and Hok C. Chan, as seller (“Mr. Chan”). Mr. Chan is also the Company’s Chief Executive Officer. Pursuant to the SPA, Mr. Chan is selling an aggregate of 1,200,000 shares of the Company’s common stock to the Buyer. Under the terms of the Ag…

of this Current Report on Form 8-K, on December 19, 2025, the Company and Mr. Yeo entered into the Employment Agreement. Mr. Yeo previously was appointed as the Company’s Controller on November 26, 2025. His appointment as interim Chief Financial Officer was made in connection with the previously announced resignation of John Feliciano III as the Company’s Chief Financial Officer on December 15, 2025. Mr. Yeo, 50, is an accomplished finance executive with over 20 years of experience in public…

Director — Mr. Chung Ming Bruce Hui: Appointment of a new director to replace the resigning member.

of this Current Report on Form 8-K, on November 26, 2025, the Company and Mr. Yeo entered into the Employment Agreement. Mr. Yeo, 50, is an accomplished finance executive with over 20 years of experience in public accounting, investment banking, asset management, and financial technology. He has led financial operations, accounting, and strategic growth for investment funds, fintech startups, and hedge funds. On October 20, 2025, Mr. Yeo was appointed as a member of the Board of Directors of…

Director — Ms. Florence Ng: Ms. Florence Ng was appointed as a new member of the Board of Directors to replace Mr. Feliciano.

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 incorp…

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 incorp…

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 incorp…

CHANGES IN REGISTRANT’S CERTIFYING ACCOUNTANT (a) Dismissal of Former Independent Registered Public Accounting Firm On April 22, 2025, the Audit Committee of the Board of Directors of Toppoint Holdings Inc. (the “Company”) approved the dismissal of TAAD, LLP (“TAAD”) as independent registered public accounting firm of the Company, effective immediately. TAAD’s reports on the consolidated financial statements of the Company as of and for the years ended December 31, 2023 and 2024 contained no…

director — Mr. Dingding He: Mr. Dingding He resigned from his positions as a director due to personal reasons.