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La Rosa Holdings Corp.

For the period ended Dec 11, 2025. Filed Oct 28, 2025.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Dec 11, 2025 · Filed Oct 28, 2025

LRHC$0.76-15.4%Stored close · as of Oct 16, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Schedule 14A

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

(Amendment No. )

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Filed by a party other than the Registrant☐

Check the appropriate box:

☐Preliminary Proxy Statement
☐Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☒Definitive Proxy Statement
☐Definitive Additional Materials
☐Soliciting Material under § 240.14a-12

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1420 Celebration Blvd., 2 nd Floor

Celebration, Florida 34747

(321) 250-1799

2025 ANNUAL MEETING OF STOCKHOLDERS

To be Held on December 11, 2025

October 28, 2025

Dear Stockholder:

You are invited to attend the 2025 Annual Meeting of Stockholders (the “Annual Meeting”) of La Rosa Holdings Corp. (the “Company” or “La Rosa”), which will be held on December 11, 2025, at 9:00 a.m., Eastern Time. This year’s Annual Meeting will be a virtual meeting, conducted solely online. Hosting a virtual meeting will enable our stockholders to attend online and participate from any location around the world and support the health and well-being of our management, directors and stockholders. You will be able to attend the meeting, vote and submit your questions via the internet by visiting www.virtualshareholdermeeting.com/LRHC2025 and entering the control number included on your proxy card. You will not be able to attend the Annual Meeting physically in person.

At the Annual Meeting, stockholders will be asked to: (1) elect five directors; (2) ratify the appointment of the auditors of the Company for the fiscal year ended December 31, 2025; (3) approve Amendment No. 1 to the Second Amended and Restated La Rosa Holdings Corp. 2022 Equity Incentive Plan; and (4) approve the adjournment of the Annual Meeting, to permit further solicitation of proxies, if necessary or appropriate (the “Adjournment Proposal”). The Board of Directors of the Company (“Board” or “Board of Directors”) believes that the proposals being submitted for stockholder approval are in the best interests of the Company and its stockholders and recommends a vote consistent with the Board’s recommendation for each proposal.

It is important that your shares be represented and that you vote at the Annual Meeting regardless of the size of your holdings. Whether or not you plan to participate in the Annual Meeting online, please take the time to vote online, by telephone or, if you receive a printed proxy card, by returning a marked, signed and dated proxy card. If you participate in the Annual Meeting online, you may also vote your shares online at that time if you wish, even if you have previously submitted your vote.

Further details regarding the Annual Meeting and the business to be conducted are more fully described in the accompanying Notice of 2025 Annual Meeting of Stockholders (“Notice of Annual Meeting”) and 2025 Annual Meeting Proxy Statement (“Proxy Statement”).

Your vote is important. Whether or not you plan to virtually attend the Annual Meeting, we hope you will vote as soon as possible. Further information about voting methods is set forth in the accompanying Notice of Annual Meeting and Proxy Statement.

Sincerely,

/s/ Joseph La Rosa

Joseph La Rosa

Chief Executive Officer, President and Chairman of the Board

IMPORTANT NOTICE REGARDING AVAILABILITY OF PROXY MATERIALS. The Notice of Internet Availability of Proxy Materials is first being mailed to our stockholders on or about October 28, 2025, which indicates that the Notice of Annual Meeting, this Proxy Statement and our 2024 Annual Report, are available at www.proxyvote.com.

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

To Be Held Virtually at 9:00 AM (Eastern Time) on December 11, 2025

Notice is hereby given that the 2025 Annual Meeting of Stockholders of La Rosa Holdings Corp. will be held virtually at www.virtualshareholdermeeting.com/LRHC2025 on December 11, 2025, at 9:00 a.m., Eastern Time for the following purposes:

1.To elect five directors, Joseph La Rosa, Michael La Rosa, Lourdes Felix, Siamack Alavi, and Ned L. Siegel, each to hold office until our Annual Meeting of Stockholders to be held in 2026 or their respective successor is duly elected and qualified;
2.To ratify the appointment of CBIZ CPAs P.C. as the independent auditors of the Company for the fiscal year ending December 31, 2025;
3.To approve Amendment No. 1 to the Second Amended and Restated La Rosa Holdings Corp. 2022 Equity Incentive Plan;
4.To approve the adjournment of the Annual Meeting, to permit further solicitation of proxies, if necessary or appropriate; and
5.To transact such other business as may properly come before the meeting.

These proposals are more fully described in the Proxy Statement following this Notice of Annual Meeting.

The Board has fixed the close of business on October 17, 2025 as the record date for the determination of the stockholders entitled to notice of, and to vote at, the Annual Meeting. Accordingly, only stockholders of record at the close of business on that date will be entitled to vote at the Annual Meeting.

Only stockholders and persons holding proxies from stockholders may attend the Annual Meeting. To participate in the Annual Meeting online at www.virtualshareholdermeeting.com/LRHC2025, you will need the information included on your Notice of Internet Availability of Proxy Materials, your proxy card or the instructions that accompanied your proxy materials.

YOUR VOTE AT THE ANNUAL MEETING IS IMPORTANT.

Your vote matters.Whether or not you plan to virtually attend the Annual Meeting, we hope you will vote as soon as possible. Further information about voting methods is set forth in the accompanying Proxy Statement. We encourage you to read the Proxy Statement and submit your proxy or voting instructions as soon as possible. You can vote your shares electronically via the internet, by telephone or if applicable, by completing and returning the proxy card or voting instruction card. You can revoke a proxy at any time prior to its exercise at the Annual Meeting by following the instructions in the Proxy Statement.

On behalf of our entire Board of Directors, we thank you for your continued support.

By order of the Board of Directors,

/s/ Joseph La Rosa

Joseph La Rosa

Chief Executive Officer, President and Chairman of the Board

October 28, 2025

PROXY STATEMENT

TABLE OF CONTENTS

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
PROXY STATEMENT FOR THE 2025 ANNUAL MEETING OF STOCKHOLDERS1
MATTERS TO COME BEFORE THE ANNUAL MEETING8
PROPOSAL No. 1: ELECTION OF DIRECTORS8
DIRECTORS AND EXECUTIVE OFFICERS9
CORPORATE GOVERNANCE12
AUDIT COMMITTEE REPORT18
EXECUTIVE COMPENSATION19
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT34
SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE36
PROPOSAL No. 2: RATIFICATION OF APPOINTMENT OF AUDITORS36
PROPOSAL No. 3: APPROVAL OF AMENDMENT NO. 1 TO THE SECOND AMENDED AND RESTATED LA ROSA HOLDINGS CORP. 2022 EQUITY INCENTIVE PLAN39
PROPOSAL No. 4: ADJOURNMENT OF ANNUAL MEETING41
CERTAIN RELATIONSHIPS, RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE42
STOCKHOLDER PROPOSALS AND NOMINATION PROCEDURES45
DELIVERY OF DOCUMENTS TO STOCKHOLDERS SHARING AN ADDRESS45
OTHER MATTERS45
VIRTUAL ACCESS TO THE ANNUAL MEETING45

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