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Form 8-K

sec.gov

8-K — Massimo Group

Accession: 0001493152-26-013864

Filed: 2026-03-31

Period: 2026-03-31

CIK: 0001952853

SIC: 3790 (MISCELLANEOUS TRANSPORTATION EQUIPMENT)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

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EX-99.1 (ex99-1.htm)

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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): March 31, 2026

MASSIMO

GROUP

(Exact

name of registrant as specified in its charter)

Nevada

001-41994

92-0790263

(State

or other jurisdiction

of

incorporation)

(Commission

File

Number)

(IRS

Employer

Identification

No.)

3101

W Miller Road

Garland,

TX

75041

(Address

of principal executive offices)

(Zip

Code)

Registrant’s

telephone number, including area code: 866-403-5272

Not

applicable

(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 (see General Instruction A.2. below):

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 $0.001 per share

MAMO

The

Nasdaq Stock Market LLC

Indicate

by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405

of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging

growth company ☒

If

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

On

March 31, 2026, Massimo Group (the “Company”) issued a press release announcing its financial results for the fourth quarter

and fiscal year ended December 31, 2025. A copy of the press release is furnished hereto as Exhibit 99.1.

The

information provided in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 attached 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. Such information shall not be deemed incorporated by reference

into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date

hereof, regardless of any general incorporation language in such filing, except as otherwise expressly set forth by specific reference

in such filing.

Item

9.01. Financial Statements and Exhibits.

(d)

Exhibits.

The

following exhibits are filed as part of this report:

Exhibit

Number

Description

99.1

Press Release dated as of March 31, 2026

104

Cover

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

2

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.

Dated:

March 31, 2026

MASSIMO

GROUP

By:

/s/

David Shan

Name:

David

Shan

Title:

Chief

Executive Officer

3

EX-99.1

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit

99.1

Massimo

Group Reports FY2025 Results, Delivers Margin Expansion and Advances Premium Product Pipeline

Company Highlights Improved

Gross Margins, Strengthened Dealer Channel and Expands Premium HVAC Product Offerings

GARLAND,

TX, March 31, 2026 — Massimo Group (NASDAQ: MAMO) (“Massimo” or the “Company”) today announced its

financial results for the fiscal year ended December 31, 2025, and confirmed that it has filed its Annual Report on Form 10-K with the

U.S. Securities and Exchange Commission.

The

Company continues to transition toward a more disciplined, higher-margin operating model while advancing new product initiatives designed

to support long-term growth.

Financial

Highlights

● Gross

Margin: approximately 37.5%, compared to 29.7% in FY2024 (+780 basis points)

● Gross

Profit: $26.9 million, compared to $32.5 million

● Net

Income: $1.5 million, compared to $1.8 million

● Revenue:

$71.8 million, compared to $109.3 million

● Cash

at Year-End: $5.8 million, compared to $10.2 million

Revenue

for 2025 reflects a deliberate strategy to rebalance dealer inventory, reduce channel saturation, and prioritize pricing integrity and

long-term channel health over short-term volume growth.

Gross

margin expansion was driven by product mix optimization, supply chain efficiencies, and ongoing cost control initiatives.

Operational

and Strategic Highlights

During

2025, the Company executed a series of initiatives to strengthen the quality and sustainability of its business, including the following:

● Rebalanced

dealer inventory levels and improved channel health

● Prioritized

pricing discipline and reduced promotional activity

● Enhanced

product mix toward higher-margin offerings

● Advanced

supply chain and cost optimization efforts

These

actions contributed to improved margin performance and position the Company for more stable long-term growth.

Business

Platform

Massimo

operates a nationwide platform supported by:

● Approximately

2,800 dealer locations across the United States

● Over

600 motor vehicle service providers

● Over

5,500 marine service providers

● A

376,000 square-foot integrated operations facility in Texas

This

infrastructure provides the Company with a scalable national distribution and service platform capable of supporting future growth across

both consumer and commercial markets.

Product

Innovation and Pipeline Momentum

As

part of its ongoing strategy, Massimo continues to expand its premium vehicle lineup with a focus on utility-driven, all-weather mobility

solutions.

The

Company has introduced its Sentinel Series UTVs and MVR Pro Series electric carts, both featuring fully integrated HVAC

systems designed to enable year-round use across agricultural, commercial and recreational applications.

Following

strong early demand and positive dealer response to initial HVAC-equipped models, Massimo plans to launch the Sentinel 770 HVAC in

April 2026, with the Sentinel 1500 expected to follow in July 2026 as a new flagship platform.

The

Company believes these premium offerings support its strategy of moving up-market, increasing average selling prices, and expanding into

higher-value commercial and fleet applications.

Outlook

and Growth Initiatives

Looking

ahead, the Company remains focused on strengthening its core vehicle platform, expanding its distribution network, and developing commercial

and fleet sales channels.

In

addition, in 2026, the Company plans to explore selective opportunities in intelligent automation and scalable consumer service platforms.

These areas may include robotic-assisted systems, AI-enabled retail solutions and security-related technologies.

These

initiatives are in the early stages of evaluation and remain subject to further development and validation. The Company intends to pursue

opportunities that align with its operational capabilities and long-term strategic objectives.

The

Company expects continued progress in margin stability and channel normalization as it enters fiscal 2026.

CEO

Commentary

David

Shan, Chief Executive Officer of Massimo Group, commented:

“2025

marked a deliberate transition year in which we prioritized margin expansion, dealer channel health, and operational discipline. While

these actions impacted near-term revenue, they have strengthened the foundation of our business.

At

the same time, we are seeing strong momentum in our premium product initiatives, including the Sentinel UTV series and MVR Pro HVAC electric

carts. Early demand for these models has been encouraging, and we believe they position us well to capture higher-value opportunities

across both consumer and commercial markets.

As

we move into 2026, we expect these new product introductions, combined with a healthier channel and improved pricing dynamics, to support

more sustainable long-term growth.”

Annual

Report on Form 10-K

The

Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, has been filed with the SEC and is available

on the SEC’s website at www.sec.gov and on the Company’s investor relations website.

About

Massimo Group

Massimo

Group (NASDAQ: MAMO) is a U.S.-based provider of utility-focused powersports vehicles, recreational products, and marine equipment. The

Company delivers feature-rich products through a nationwide distribution and service network and is focused on expanding its platform

through product innovation, operational execution, and scalable channel development across consumer and commercial markets.

Forward-Looking

Statements

This

press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In some

cases, forward-looking statements can be identified because they contain words such as “anticipate,” “believe,”

“estimate,” “expect,” “intend,” “may,” “predict,” “project,”

“target,” “potential,” “seek,” “will,” “would,” “could,” “should,”

“continue,” “contemplate,” “plan,” and other words and terms of similar meaning. These statements

include, but are not limited to, statements regarding future business strategies, product launches, channel development, commercial expansion,

intelligent automation initiatives, and operational improvements.

Forward-looking

statements are subject to risks, uncertainties, and assumptions that could cause actual results to differ materially from those expressed

or implied by such statements, including those under “Risk Factors” in filings with the SEC made by Massimo. Readers are

cautioned not to place undue reliance on forward-looking statements, which speak only as of the date of this release. The Company undertakes

no obligation to update or revise any forward-looking statements, except as required by law.

Company

Contact

Quenton

Petersen

Vice President

Massimo Group

ir@massimomotor.com

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