Lakeside Holding Ltd
For the period ended Nov 25, 2025. Filed Nov 5, 2025.
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Nov 25, 2025 · Filed Nov 5, 2025
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DEF 14A 1 ea0264146-def14a_lakeside.htm DEFINITIVE PROXY STATEMENT
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
Filed by the Registrant ☒
Filed by a party other than the Registrant ☐
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
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| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| ☒ | Definitive Proxy Statement |
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| ☐ | Definitive Additional Materials |
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| ☐ | Soliciting Material under § 240.14a-12 |
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(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check all boxes that apply):
| ☒ | No fee required |
| ☐ | Fee paid previously with preliminary materials. |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a- 6(i)(1) and 0-11 |
Lakeside Holding Limited
1475 Thorndale Avenue, Suite A
Itasca, Illinois 60143
NOTICE OF SPECIAL MEETING OF STOCKHOLDERS
November 25, 2025, 09:00 a.m. (Eastern Time)
The 2025 Special Meeting of Stockholders (the “Special Meeting”) of Lakeside Holding Limited (the “Company”), will be held on November 25, 2025, at 09:00 a.m. (Eastern Time). The Special Meeting will be held virtually via a live webcast at https://us05web.zoom.us/j/81384509405.
The Notice of Special Meeting of Stockholders (the “Notice Card”) and the accompany proxy statement (the “Proxy Statement”) contain details of the business to be conducted at the Special Meeting.
Items of Business
| 1. | To approve an amendment to the Company’s articles of incorporation, as amended (the “Articles of Incorporation”) to increase our authorized shares of common stock to 2,000,000,000 shares; |
| 2. | To approve an amendment to the Company’s Articles of Incorporation to authorize 1,000,000,000 shares of “blank check” preferred stock; |
| 3. | To approve an amendment to the Company’s Articles of Incorporation, to amend the voting thresholds required for stockholder proposals; |
| 4. | To approve an amendment to the Company’s Bylaws (the “Bylaws”) to reduce stockholder meeting quorum requirement and informal action requirement; |
| 5. | To approve the adoption of a new treasury reserve strategy; |
| 6. | To approve the future issuance of shares of our common stock and/or securities convertible into or exercisable for our common stock equal to 20% or more of our common stock outstanding in a non-public transaction or series of transactions; |
| 7. | To approve the Company’s 2025 Equity Incentive Plan; and |
| 8. | To approve the adjournment of the Special Meeting, if necessary or advisable, to solicit additional proxies in favor of the foregoing proposals if there are not sufficient votes to approve the foregoing proposals. |
Record Date
The record date for the Special Meeting is October 16, 2025 (“Record Date”). Only holders of shares of our common stock, par value US$0.0001 per share (“Common Stock”) as of the close of business on the Record Date are entitled to notice of the Special Meeting and to vote on all business transacted at the Special Meeting or any continuation, postponement, or adjournment thereof.
A list of stockholders eligible to vote at the Special Meeting will be available for inspection, for any purpose germane to the Special Meeting, at the Company’s principal executive office during regular business hours for a period of no less than ten days prior to the Special Meeting.
Voting Your Proxy
Your vote is important. Voting your shares will ensure the presence of a quorum at the Special Meeting and will save the Company the expense of further solicitation. Stockholders are encouraged to attend, participate in, and vote at the Special Meeting. Whether or not you plan to attend the Special Meeting, your vote is important. Please promptly complete and return your signed proxy card in the enclosed envelope or submit your proxy by telephone or via the Internet as described on your proxy card or voting instruction form. As described in the Proxy Statement (the “Proxy Statement”), you may also vote electronically at the Special Meeting if you attend and participate.
Please refer to the accompanying Proxy Statement for additional details and important information about the Special Meeting.
/s/ Long Yi
Long Yi
Director and Chief Financial Officer
Dated: November 25, 2025
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
Certain statements in this Proxy Statement may be considered to be “forward-looking statements” as that term is defined in the U.S. Private Securities Litigation Reform Act of 1995. In particular, these forward-looking statements include, among others, statements about, opportunities for and growth of our business, our plans regarding product development and enhancements, and our expectations regarding profitability. The words “believe,” “may,” “estimate,” “continue,” “anticipate,” “intend,” “should,” “plan,” “could,” “target,” “potential,” “is likely,” “expect,” and similar expressions, as they relate to us, are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy and financial needs. These forward-looking statements speak only as of the date of this Proxy Statement. We assume no obligation to, and do not necessarily intend to, update these forward-looking statements.
TABLE OF CONTENTS
| Page | |
|---|---|
| PROXY STATEMENT | 1 |
| INFORMATION ABOUT THE SPECIAL MEETING AND VOTING | 2 |
| PROPOSAL 1 – AMENDMENT TO ARTICLES OF INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK | 7 |
| PROPOSAL 2 – AMENDMENT TO ARTICLES OF INCORPORATION TO AUTHORIZE 1,000,000,000 SHARES OF “BLANK CHECK” PREFERRED STOCK | 9 |
| PROPOSAL 3 – AMENDMENT TO THE VOTING THRESHOLD IN ARTICLES OF INCORPORATION | 12 |
| PROPOSAL 4 – AMENDMENT TO AMEND STOCKHOLDER MEETING QUORUM REQUIREMENT AND THE INFORMAL ACTION REQUIREMENT | 13 |
| PROPOSAL 5 – THE ADOPTION OF A NEW TREASURY RESERVE STRATEGY | 14 |
| PROPOSAL 6 – FUTURE ISSUANCE OF SHARES OF OUR COMMON STOCK AND/OR SECURITIES CONVERTIBLE INTO OR EXERCISABLE FOR OUR COMMON STOCK | 16 |
| PROPOSAL 7 – THE COMPANY’S 2025 EQUITY INCENTIVE PLAN | 19 |
| PROPOSAL 8 - APPROVAL OF THE ADJOURNMENT OF THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES | 24 |
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**Lakeside Holding Limited
1475 Thorndale Avenue, Suite A
Itasca, Illinois 60143
(224) 446-9048
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.