Form 8-K

8-K — Toppoint Holdings Inc.

Accession: 0001213900-26-056679

Filed: 2026-05-14

Period: 2026-05-14

CIK: 0001960847

SIC: 4210 (TRUCKING & COURIER SERVICES (NO AIR))

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — ea0290930-8k_toppoint.htm (Primary)

EX-99.1 — THE PRESS RELEASE (ea029093001ex99-1.htm)

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8-K — CURRENT REPORT

8-K (Primary)

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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) May 14,

2026

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,

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 ☒

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

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 Item 2.02 and Exhibit 99.1 hereto is being furnished and 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 section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of

1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item

9.01 Financial Statements and Exhibits.

(d)

Exhibits

Exhibit

No.

Description

99.1

The Press Release

104

Cover

Page Interactive Data File (embedded with the Inline XBRL document)

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:

May 14, 2026

Toppoint

Holdings Inc.

/s/

Name:

Hok

C Chan

Title:

Chief

Executive Officer and President

EX-99.1 — THE PRESS RELEASE

EX-99.1

Filename: ea029093001ex99-1.htm · Sequence: 2

Exhibit

99.1

Toppoint

Holdings Inc. Reports First Quarter 2026 Financial Results

Revenue

Grows 8% Year-Over-Year to $4.1 Million; Import and Metal Verticals Deliver Strong Double-Digit Growth

NORTH

WALES, PA, May 13, 2026 (GLOBE NEWSWIRE) -- Toppoint Holdings Inc. (NYSE American: TOPP), a truckload services and solutions

provider focused on the recycling export supply chain, today reported financial results for the first quarter ended March 31, 2026.

First

Quarter 2026 Highlights

● Revenue

of $4.1 million, an increase of 8% compared to $3.8 million in Q1 2025

● Import

revenue surged 61.8% year-over-year to $1.4 million

● Metal

vertical revenue grew 164.8% year-over-year to $565,647

● Net

cash used in operating activities improved by approximately $93,650 versus the prior-year quarter

● Total

assets of $10.3 million as of March 31, 2026

● Expanded

geographic footprint into Houston, TX, and continued growth across Florida and Maryland markets

“The

first quarter of 2026 demonstrated the continued strength of our diversification strategy. Our import and metal verticals delivered exceptional

growth, and we are seeing the benefits of our fleet investments in improved operational efficiency. While the broader recycling export

market presented headwinds in certain commodities, our ability to expand into new service lines and geographies positions us well for

the remainder of 2026.”

—

Hok C. Chan, Chief Executive Officer, Toppoint Holdings Inc.

Revenue

for the three months ended March 31, 2026 totaled $4,106,943, representing an 8% increase compared to $3,811,610 in the prior-year period.

Growth was driven primarily by the Company’s expanding import operations and strong momentum in scrap metal transportation.

Import

revenue reached $1,409,083, a 61.8% increase from $870,714, fueled by new customer acquisition, versatile equipment capable

of handling both import and export containers in a single deployment, and customers’ accelerated inbound shipments ahead of new

tariffs.

Metal

revenue increased 164.8% to $565,647, reflecting strong growth in scrap metal export volumes driven by full domestic aluminum

mills and increasing demand for non-ferrous metals in international markets.

Waste

paper remained the largest single revenue contributor at $2,065,017, though it declined 20.2% from the prior year as domestic

containerboard recycling capacity reduced outbound volumes. Log and plastic verticals also experienced volume reductions, primarily attributable

to regulatory, tariff, and shipping cost headwinds.

Financial

Results

Total

costs and expenses for Q1 2026 were $4,821,012, a 14% increase from $4,218,727 in Q1 2025, reflecting the Company’s expanded operational

activity and market service expansion. As a result, Toppoint reported a loss from operations of $714,069, compared to $407,117 in the

year-ago period.

Other

income, net for the quarter was $60,337, a significant improvement from a net expense of $27,698 in Q1 2025, driven by $87,500 in interest

income and a reduction in interest expense to $27,163 from $100,031 in the prior-year quarter.

Net

loss for the first quarter of 2026 was $653,732, or $(0.03) per diluted share, on a weighted-average share count of 19,700,000 shares.

Liquidity

and Capital Resources

of March 31, 2026, Toppoint had cash of $836,167 and total assets of $10,253,729. Total shareholders’ equity was $7,967,826. The

Company holds $5.0 million in loan receivables expected to support liquidity as collections are realized. During the quarter, the Company

recovered a $500,000 deposit on property and equipment, contributing to investing cash inflows.

Net

cash used in operating activities improved to $790,793 for Q1 2026 from $884,443 in Q1 2025, reflecting lower working capital outflows

and the absence of tax payments that occurred in the prior-year period.

Business

Outlook

Toppoint

continues to execute on its geographic and vertical expansion strategy. Building on its entry into Houston, Texas in 2025, the Company

is actively growing its presence in the Gulf ports while continuing to deepen its customer relationships across the New Jersey and Pennsylvania

core markets. Management has begun raising service prices in response to market conditions and expects continued strength in import and

metal verticals through the balance of 2026.

Additionally,

the Company has invested in AI-powered proprietary logistics software designed to optimize its operations within the export drayage vertical,

providing a long-term competitive advantage in efficiency and customer service.

About

Toppoint Holdings Inc.

Toppoint

Holdings Inc. (NYSE American: TOPP) is a truckload services and solutions provider focused on the recycling export supply chain. The

Company is a key player in the New Jersey and Pennsylvania regional trucking market for waste paper, scrap metal, and wooden logs, serving

major ports in Newark, NJ and Philadelphia, PA. Toppoint also provides import transportation services and has recently expanded into

markets including Houston, Texas. The Company is incorporated in Nevada and headquartered in North Wales, Pennsylvania.

Cautionary

Note Regarding Forward-Looking Statements

This

press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section

21E of the Securities Exchange Act of 1934, as amended. Such statements include, but are not limited to, statements regarding the Company’s

plans, expectations, and financial outlook. Actual results may differ materially from those anticipated due to factors including changes

in market conditions, tariff and regulatory developments, port congestion, competitive dynamics, the Company’s ability to collect

on outstanding loan receivables, liquidity constraints, and other risks described in the Company’s filings with the Securities

and Exchange Commission. Toppoint undertakes no obligation to update or revise any forward-looking statements.

Investor

Relations Contact

Toppoint

Holdings Inc.

1250

Kenas Road, North Wales, PA 19454

Phone:

551-866-1320

Email: Investors@toppointtrucking.com

NYSE

American: TOPP

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