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Foxx Development Holdings Inc.

For the period ended Mar 31, 2026. Filed May 20, 2026.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2026 · Filed May 20, 2026

FOXX$1.60-12.6%Stored close · as of Nov 6, 2026
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U.S. SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: March 31,2026

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______to _______

Commission File Number 001-42285

Foxx Development Holdings Inc.

(Exact name of registrant as specified in its charter)

Delaware99-5119494
(State or other jurisdiction of Incorporation or organization)(IRS Employer Identification No.)

15375 Barranca Parkway C106

Irvine, CA 92618

(Address of principal executive offices)

+201-962-5550

(Issuer’s telephone number including area code)

(Former name, former address, and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading SymbolName of each exchange on which registered
Common Stock, par value $0.0001 per shareFOXXThe Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50FOXXWThe Nasdaq Stock Market LLC

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☐No ☒

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer ☐Accelerated filer ☐
Non-accelerated filer ☒Smaller reporting company ☒
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☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No☒

State the number of shares outstanding of each of the issuer’s classes of common equity as of the latest practicable date. As of May 11, 2026, there are 7,041,192 shares of common stock issued and outstanding.

CONTENTS

PART 1 – FINANCIAL INFORMATION1
Item 1. – Financial Statements (unaudited)1
Condensed Consolidated Balance Sheets1
Condensed Consolidated Statements of Operations and Comprehensive Loss2
Condensed Consolidated Statements of Stockholders’ Equity (Deficit)3
Condensed Consolidated Statements of Cash Flows4
Notes to Condensed Consolidated Financial Statements5
Item 2. – Management’s Discussion and Analysis of Financial Condition And Results of Operations29
Item 3. – Quantitative and Qualitative Disclosures about Market Risk45
Item 4. – Controls and Procedures45
PART II – OTHER INFORMATION46
Item 1. – Legal Proceedings46
Item 1A. – Risk Factors46
Item 2. – Unregistered Sales of Equity Securities and Use of Proceeds46
Item 3. – Defaults Upon Senior Securities46
Item 4. – Mine Safety Disclosures46
Item 5. – Other Information46
Item 6. – Exhibits46
SIGNATURES47

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