UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended: June 30, 2026

☐ 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: 001-41368

1847 HOLDINGS LLC

(Exact name of registrant as specified in its charter)

Delaware

38-3922937

(State or other jurisdiction of
incorporation or organization)

(I.R.S. Employer

Identification No.)

260 Madison Avenue, 8th Floor, New York, NY		10016
(Address of principal executive offices)		(Zip Code)

(212) 417-9800

(Registrant’s telephone number, including area code)

N/A

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

Securities registered pursuant to Section 12(b) of the Act: None

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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 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.

	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 comply 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 ☒

As of August 12, 2026, there were 65,293,659 common shares of the registrant issued and outstanding.

1847 HOLDINGS LLC

Quarterly Report on Form 10-Q

Period Ended June 30, 2026

TABLE OF CONTENTS

	PART I
	FINANCIAL INFORMATION
Item 1.	Financial Statements	1
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	2
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	16
Item 4.	Controls and Procedures	16
	PART II
	OTHER INFORMATION

Item 1.	Legal Proceedings	17
Item 1A.	Risk Factors	17
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	18
Item 3.	Defaults Upon Senior Securities	18
Item 4.	Mine Safety Disclosures	18
Item 5.	Other Information	18
Item 6.	Exhibits	18

PART I

FINANCIAL INFORMATION

ITEM 1.

FINANCIAL STATEMENTS.

1847 HOLDINGS LLC

UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

		Page
Financial Statements (Unaudited)
Condensed Consolidated Balance Sheets as of June 30, 2026 and December 31, 2025		F-1
Condensed Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2026 and 2025		F-2
Condensed Consolidated Statements of Shareholders’ Deficit for the Three and Six Months Ended June 30, 2026 and 2025		F-3
Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2026 and 2025		F-4
Notes to Condensed Consolidated Financial Statements		F-5

1847 HOLDINGS LLC

CONDENSED CONSOLIDATED BALANCE SHEETS

	June 30, 2026			December 31, 2025
	(unaudited)
ASSETS

Current Assets
Cash and cash equivalents	$	442,279		$	263,691
Accounts receivable, net		873,336			702,238
Contract assets		106,160			121,577
Inventories, net		549,322			230,382
Prepaid expenses and other current assets		193,737			79,211
Current assets held-for-sale		27,707,343			13,203,694
Total Current Assets		29,872,177			14,600,793

Property and equipment, net		183,767			318,321
Operating lease right-of-use assets		361,881			425,364
Long-term deposits		13,342			13,342
Intangible assets, net		1,681,646			1,772,546
Noncurrent assets held-for-sale		–			17,033,290
TOTAL ASSETS	$	32,112,813		$	34,163,656

LIABILITIES AND SHAREHOLDERS’ DEFICIT

Current Liabilities
Accounts payable and accrued expenses	$	17,916,016		$	14,436,930
Contract liabilities		169,360			54,882
Current portion of operating lease liabilities		121,406			154,098
Current portion of finance lease liabilities		197,960			192,505
Current portion of notes payable, net		7,066,494			6,473,178
Current portion of convertible notes payable		22,751,184			22,751,184
Current portion of related party note payable		1,004,044			641,972
Warrant liabilities		12,805,900			8,424,500
Current liabilities held-for-sale		9,277,438			4,537,471
Total Current Liabilities		71,309,802			57,666,720

Operating lease liabilities, net of current portion		249,963			301,233
Finance lease liabilities, net of current portion		130,329			230,693
Related party note payable, net of current portion		–			623,354
Deferred tax liabilities, net		175,000			233,000
Noncurrent liabilities held-for-sale		–			4,496,493
TOTAL LIABILITIES		71,865,094			63,551,493

Shareholders’ Deficit
Series A senior convertible preferred shares, no par value, 4,450,460 shares designated; 50,592 shares issued and outstanding as of June 30, 2026 and December 31, 2025		39,877			39,877
Series C senior convertible preferred shares, no par value, 83,603 shares designated; 83,603 shares issued and outstanding as of June 30, 2026 and December 31, 2025		403,470			403,470
Series D senior convertible preferred shares, no par value, 7,292,036 shares designated; 6,293,022 shares issued and outstanding as of June 30, 2026 and December 31, 2025		600,100			600,100
Series F convertible preferred shares, no par value, 1,027 shares designated; 1,027 shares issued and outstanding as of June 30, 2026 and December 31, 2025		1,138,332			1,138,332
Allocation shares, 1,000 shares authorized; 1,000 shares issued and outstanding as of June 30, 2026 and December 31, 2025		1,000			1,000
Common shares, $0.001 par value, 2,000,000,000 shares authorized; 65,293,659 and 61,918,659 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively		65,294			61,919
Additional paid-in capital		80,068,583			80,046,958
Accumulated deficit		(119,923,707	)		(109,599,852	)
TOTAL 1847 HOLDINGS SHAREHOLDERS’ DEFICIT		(37,607,051	)		(27,308,196	)
NONCONTROLLING INTERESTS		(2,145,230	)		(2,079,641	)
TOTAL SHAREHOLDERS’ DEFICIT		(39,752,281	)		(29,387,837	)
TOTAL LIABILITIES AND SHAREHOLDERS’ DEFICIT	$	32,112,813		$	34,163,656

The accompanying notes are an integral part of these condensed consolidated financial statements.

F-1

1847 HOLDINGS LLC
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)

	Three Months Ended June 30,						Six Months Ended June 30,
	2026			2025			2026			2025
Revenues	$	1,567,130		$	1,791,544		$	2,735,538		$	4,562,335

Operating Expenses
Cost of revenues		855,314			1,085,942			1,608,751			2,626,288
Personnel		373,940			443,568			653,079			837,928
Depreciation and amortization		110,757			127,533			225,454			256,863
General and administrative		584,238			571,839			1,042,484			1,249,794
Professional fees		101,407			507,926			463,499			1,951,626
Loss on abandonment of right-of-use asset		–			112,705			–			112,705
Total Operating Expenses		2,025,656			2,849,513			3,993,267			7,035,204

LOSS FROM OPERATIONS		(458,526	)		(1,057,969	)		(1,257,729	)		(2,472,869	)

Other Income (Expense)
Other expense		(19,529	)		–			(30,848	)		–
Gain (loss) on disposal of property and equipment		–			(2,858	)		–			50,696
Interest expense		(1,616,654	)		(1,058,597	)		(3,286,486	)		(2,288,103	)
Amortization of debt discounts		(120,885	)		(472,680	)		(280,180	)		(937,730	)
Loss on extinguishment of debt		(589,723	)		(708,218	)		(589,723	)		(3,009,416	)
Gain on change in fair value of derivative liabilities		–			220,000			–			185,000
Gain (loss) on change in fair value of warrant liabilities		(3,136,100	)		24,053,885			(4,406,400	)		27,723,683
Total Other Income (Expense)		(5,482,891	)		22,031,532			(8,593,637	)		21,724,130

INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAXES		(5,941,417	)		20,973,563			(9,851,366	)		19,251,261
Income tax benefit (provision)		(4,000	)		81,000			58,000			175,000
NET INCOME (LOSS) FROM CONTINUING OPERATIONS	$	(5,945,417	)	$	21,054,563		$	(9,793,366	)	$	19,426,261
Net income (loss) from discontinued operations		(946,463	)		2,336,369			(546,805	)		3,548,718
Gain (loss) on disposition of subsidiaries		99,000			(858,039	)		99,000			(858,039	)
NET INCOME (LOSS) FROM DISCONTINUED OPERATIONS		(847,463	)		1,478,330			(447,805	)		2,690,679
NET INCOME (LOSS)	$	(6,792,880	)	$	22,532,893		$	(10,241,171	)	$	22,116,940

NET LOSS ATTRIBUTABLE TO NON-CONTROLLING INTERESTS FROM CONTINUING OPERATIONS		29,348			71,071			65,589			83,923
NET LOSS ATTRIBUTABLE TO NON-CONTROLLING INTERESTS FROM DISCONTINUED OPERATIONS		–			–			–			–
NET INCOME (LOSS) ATTRIBUTABLE TO 1847 HOLDINGS	$	(6,763,532	)	$	22,603,964		$	(10,175,582	)	$	22,200,863

NET INCOME (LOSS) FROM CONTINUING OPERATIONS ATTRIBUTABLE TO 1847 HOLDINGS		(5,916,069	)		21,125,634			(9,727,777	)		19,510,184
NET INCOME (LOSS) FROM DISCONTINUED OPERATIONS ATTRIBUTABLE TO 1847 HOLDINGS		(847,463	)		1,478,330			(447,805	)		2,690,679
NET INCOME (LOSS) ATTRIBUTABLE TO 1847 HOLDINGS	$	(6,763,532	)	$	22,603,964		$	(10,175,582	)	$	22,200,863

PREFERRED SHARE DIVIDENDS		(74,547	)		(74,547	)		(148,273	)		(148,273	)
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS	$	(6,838,079	)	$	22,529,417		$	(10,323,855	)	$	22,052,590

BASIC EARNINGS (LOSS) PER COMMON SHARE FROM CONTINUING OPERATIONS	$	(0.09	)	$	0.66		$	(0.15	)	$	0.67
BASIC EARNINGS (LOSS) PER COMMON SHARE FROM DISCONTINUED OPERATIONS		(0.01	)		0.05			(0.01	)		0.09
BASIC EARNINGS (LOSS) PER COMMON SHARE ATTRIBUTABLE TO COMMON SHAREHOLDERS	$	(0.10	)	$	0.71		$	(0.16	)	$	0.76

DILUTED EARNINGS (LOSS) PER COMMON SHARE FROM CONTINUING OPERATIONS	$	(0.09	)	$	0.14		$	(0.15	)	$	0.14
DILUTED EARNINGS (LOSS) PER COMMON SHARE FROM DISCONTINUED OPERATIONS		(0.01	)		0.01			(0.01	)		0.02
DILUTED EARNINGS (LOSS) PER COMMON SHARE ATTRIBUTABLE TO COMMON SHAREHOLDERS	$	(0.10	)	$	0.15		$	(0.16	)	$	0.16

WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING
BASIC		65,293,659			31,936,484			64,760,326			29,111,531
DILUTED		65,293,659			156,273,004			64,760,326			151,814,168

The accompanying notes are an integral part of these condensed consolidated financial statements.

F-2

1847 HOLDINGS LLC

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ DEFICIT

(UNAUDITED)

	Series A Senior Convertible Preferred Shares				Series C Senior Convertible Preferred Shares				Series D Senior Convertible Preferred Shares				Series F Convertible Preferred Shares				Allocation		Common Shares				Additional Paid-In			Accumulated			Non Controlling			Total Shareholders’
	Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Shares		Shares		Amount		Capital			Deficit			Interests			Deficit
Balance at December 31, 2025		50,592	$	39,877		83,603	$	403,470		6,293,022	$	600,100		1,027	$	1,138,332	$	1,000		61,918,659	$	61,919	$	80,046,958		$	(109,599,852	)	$	(2,079,641	)	$	(29,387,837	)
Issuance of common shares upon cashless exercise of warrants		–		–		–		–		–		–		–		–		–		3,375,000		3,375		(3,375	)		–			–			–
Extinguishment of warrant liabilities upon exercise of warrants		–		–		–		–		–		–		–		–		–		–		–		25,000			–			–			25,000
Dividends – series A convertible preferred shares		–		–		–		–		–		–		–		–		–		–		–		–			(8,755	)		–			(8,755	)
Dividends – series C convertible preferred shares		–		–		–		–		–		–		–		–		–		–		–		–			(12,369	)		–			(12,369	)
Dividends – series D convertible preferred shares		–		–		–		–		–		–		–		–		–		–		–		–			(52,602	)		–			(52,602	)
Net loss		–		–		–		–		–		–		–		–		–		–		–		–			(3,412,050	)		(36,241	)		(3,448,291	)
Balance at March 31, 2026		50,592	$	39,877		83,603	$	403,470		6,293,022	$	600,100		1,027	$	1,138,332	$	1,000		65,293,659	$	65,294	$	80,068,583		$	(113,085,628	)	$	(2,115,882	)	$	(32,884,854	)
Dividends – series A convertible preferred shares		–		–		–		–		–		–		–		–		–		–		–		–			(8,852	)		–			(8,852	)
Dividends – series C convertible preferred shares		–		–		–		–		–		–		–		–		–		–		–		–			(12,506	)		–			(12,506	)
Dividends – series D convertible preferred shares		–		–		–		–		–		–		–		–		–		–		–		–			(53,189	)		–			(53,189	)
Net loss		–		–		–		–		–		–		–		–		–		–		–		–			(6,763,532	)		(29,348	)		(6,792,880	)
Balance at June 30, 2026		50,592	$	39,877		83,603	$	403,470		6,293,022	$	600,100		1,027	$	1,138,332	$	1,000		65,293,659	$	65,294	$	80,068,583		$	(119,923,707	)	$	(2,145,230	)	$	(39,752,281	)

	Series A Senior Convertible Preferred Shares				Series C Senior Convertible Preferred Shares				Series D Senior Convertible Preferred Shares				Series F Convertible Preferred Shares				Allocation		Common Shares				Additional Paid-In			Accumulated			Non Controlling			Total Shareholders’
	Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Shares		Shares		Amount		Capital			Deficit			Interests			Deficit
Balance at December 31, 2024		50,592	$	39,877		83,603	$	403,470		6,293,022	$	600,100		–	$	–	$	1,000		25,400,386	$	25,400	$	79,403,793		$	(175,096,154	)	$	(1,843,523	)	$	(96,466,037	)
Issuance of common shares upon conversion of convertible notes payable		–		–		–		–		–		–		–		–		–		1,139,388		1,140		255,450			–			–			256,590
Issuance of series F preferred shares upon settlement of series A warrants		–		–		–		–		–		–		1,027		1,138,332		–		–		–		–			–			–			1,138,332
Dividends – series A convertible preferred shares		–		–		–		–		–		–		–		–		–		–		–		–			(8,755	)		–			(8,755	)
Dividends – series C convertible preferred shares		–		–		–		–		–		–		–		–		–		–		–		–			(12,369	)		–			(12,369	)
Dividends – series D convertible preferred shares		–		–		–		–		–		–		–		–		–		–		–		–			(52,602	)		–			(52,602	)
Net loss		–		–		–		–		–		–		–		–		–		–		–		–			(403,101	)		(12,852	)		(415,953	)
Balance at March 31, 2025		50,592	$	39,877		83,603	$	403,470		6,293,022	$	600,100		1,027	$	1,138,332	$	1,000		26,539,774	$	26,540	$	79,659,243		$	(175,572,981	)	$	(1,856,375	)	$	(95,560,794	)
Issuance of common shares upon exercise of warrants		–		–		–		–		–		–		–		–		–		5,763,961		5,764		(5,764	)		–			–			–
Dividends – series A convertible preferred shares		–		–		–		–		–		–		–		–		–		–		–		–			(8,852	)		–			(8,852	)
Dividends – series C convertible preferred shares		–		–		–		–		–		–		–		–		–		–		–		–			(12,506	)		–			(12,506	)
Dividends – series D convertible preferred shares		–		–		–		–		–		–		–		–		–		–		–		–			(53,189	)		–			(53,189	)
Net income (loss)		–		–		–		–		–		–		–		–		–		–		–		–			22,603,964			(71,071	)		22,532,893
Balance at June 30, 2025		50,592	$	39,877		83,603	$	403,470		6,293,022	$	600,100		1,027	$	1,138,332	$	1,000		32,303,735	$	32,304	$	79,653,479		$	(153,043,564	)	$	(1,927,446	)	$	(73,102,448	)

The accompanying notes are an integral part of these condensed consolidated financial statements.

F-3

1847 HOLDINGS LLC
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)

	Six Months Ended June 30,
	2026			2025
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)	$	(10,241,171	)	$	22,116,940
Net (income) loss from discontinued operations		447,805			(2,690,679	)
Adjustments to reconcile net loss to net cash provided by operating activities:
Gain on disposal of property and equipment		–			(50,696	)
Loss on abandonment of right-of-use asset		–			112,705
Loss on extinguishment of debt		589,723			3,009,416
Gain on change in fair value of derivative liabilities		–			(185,000	)
(Gain) loss on change in fair value of warrant liabilities		4,406,400			(27,723,683	)
Deferred taxes		(58,000	)		(175,000	)
Inventory reserve		(79,200	)		–
Depreciation and amortization		225,454			256,863
Amortization of debt discounts		280,180			937,730
Amortization of right-of-use assets		63,483			218,256
Changes in operating assets and liabilities:
Accounts receivable		(171,098	)		192,909
Contract assets		15,417			(116,132	)
Inventories		(239,740	)		159,195
Prepaid expenses and other current assets		(114,526	)		(65,198	)
Accounts payable and accrued expenses		5,557,123			4,830,395
Contract liabilities		114,478			7,130
Operating lease liabilities		(83,962	)		(230,787	)
Net cash provided by operating activities from continuing operations		712,366			604,364
Net cash provided by operating activities from discontinued operations		320,703			350,258
Net cash provided by operating activities		1,033,069			954,622

CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from the disposal of property and equipment		–			67,500
Proceeds related to the sale of High Mountain		99,000			–
Reduction of High Mountain Holdback Amount		–			(858,039	)
Purchases of property and equipment		–			(8,196	)
Net cash provided by (used in) investing activities from continuing operations		99,000			(798,735	)
Net cash used in investing activities from discontinued operations		(56,930	)		(81,783	)
Net cash provided by (used in) investing activities		42,070			(880,518	)

CASH FLOWS FROM FINANCING ACTIVITIES
Net proceeds from notes payable		1,027,000			465,650
Repayments of notes payable and finance lease liabilities		(1,398,496	)		(1,776,846	)
Repayments of related party note payable		(261,282	)		–
Net cash used in financing activities from continuing operations		(632,778	)		(1,311,196	)
Net cash used in financing activities from discontinued operations		(2,943	)		(1,063,439	)
Net cash used in financing activities		(635,721	)		(2,374,635	)

NET CHANGE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH FROM CONTINUING OPERATIONS		178,588			(1,505,567	)

CASH, CASH EQUIVALENTS, AND RESTRICTED CASH
Beginning of the period		263,691			2,162,412
End of the period	$	442,279		$	656,845

Reconciliation to consolidated balance sheets:
Cash and cash equivalents	$	442,279		$	155,916
Restricted cash		–			500,929
Total cash, cash equivalents, and restricted cash	$	442,279		$	656,845

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid for interest	$	549,550		$	17,289
Cash paid for income taxes	$	–		$	3,000

NON-CASH INVESTING AND FINANCING ACTIVITIES
Accrued dividends on series A preferred shares	$	17,607		$	17,607
Accrued dividends on series C preferred shares	$	24,875		$	24,875
Accrued dividends on series D preferred shares	$	105,791		$	105,791
Issuance of common shares upon cashless exercise of warrants	$	3,375		$	5,764
Extinguishment of warrant liability upon exercise of warrants	$	25,000		$	–
Debt discount on notes payable	$	836,000		$	380,000
Issuance of common shares upon conversion of convertible notes payable and accrued interest	$	–		$	256,590
Operating lease right-of-use asset and liability measurement	$	–		$	97,379

The accompanying notes are an integral part of these condensed consolidated financial statements.

F-4

1847 HOLDINGS LLC

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(UNAUDITED)

NOTE 1—BASIS OF PRESENTATION AND OTHER INFORMATION

The accompanying unaudited condensed consolidated financial statements of 1847 Holdings LLC (the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Regulation S-X. They do not include all the information and footnotes required by GAAP for complete financial statements. The December 31, 2025 consolidated balance sheet data was derived from audited financial statements but do not include all disclosures required by GAAP. The interim unaudited condensed consolidated financial statements should be read in conjunction with those consolidated financial statements included in the Form 10-K, as filed with the Securities and Exchange Commission on March 31, 2026. In the opinion of management, all adjustments considered necessary for a fair presentation of the financial statements, consisting solely of normal recurring adjustments, have been made. Operating results for the six months ended June 30, 2026 are not necessarily indicative of the results that may be expected for the year ending December 31, 2026.

Assets Held-For-Sale and Discontinued Operations

CMD

In the first quarter of 2026, the Company received approval from the Board to engage in an active program to sell CMD Inc. and CMD Finish Carpentry LLC (collectively referred to as “CMD”), which makes up the CMD Segment within the Company’s Construction operations.

The Company evaluated whether its intent to sell CMD qualifies for reporting as discontinued operations in accordance with Accounting Standards Codification (“ASC”) 205-20, “Discontinued Operations.” A disposal of a component or a group of components is reported in discontinued operations if the disposal represents a strategic shift that has or will have a major effect on the Company’s operations and financial results when the following occurs: (1) a component (or group of components) meets the criteria to be classified as held for sale; (2) the component or group of components is disposed of by sale; or (3) the component or group of components is disposed of other than by sale (for example, by abandonment or in a distribution to owners in a spin-off). For any component classified as held-for-sale or disposed of by sale or other than by sale, qualifying for presentation as a discontinued operation, the Company reports the results of operations of the discontinued operations (including any gain or loss recognized on the disposal or loss recognized on classification as held-for-sale of a discontinued operation), less applicable income taxes (benefit), as a separate component in the consolidated statement of operations for all periods presented. The Company also reports assets and liabilities associated with discontinued operations as separate line items on the consolidated balance sheet for all periods presented.

The Company determined that its decision to sell CMD is considered a strategic shift that will have a major effect on the Company’s operations and financial results and met the criteria for classification as discontinued operations. As a result, the assets and liabilities of CMD are presented as held-for-sale in the unaudited condensed consolidated balance sheets and the operating results are presented as discontinued operations in the unaudited condensed consolidated statements of operations for all periods presented. Unless otherwise noted, amounts and disclosures throughout these notes to the condensed consolidated financial statements relate solely to continuing operations and exclude all discontinued operations. See Note 3—Discontinued Operations for additional information.

Wolo

During the first quarter of 2025, the Company classified the assets and liabilities of Wolo Mfg. Corp. and Wolo Industrial Horn & Signal, Inc. (collectively referred to as “Wolo”) as held-for-sale. In the fourth quarter of 2025, the Company determined that Wolo no longer met the criteria for held-for-sale classification due to a change in management’s intent, as the Company decided to retain and rebuild Wolo’s operations. Accordingly, the assets and liabilities of Wolo were reclassified from held-for-sale. The results of Wolo’s operations are included within continuing operations for all periods presented in these condensed consolidated financial statements.

F-5

1847 HOLDINGS LLC

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(UNAUDITED)

Reclassifications

Certain prior period amounts related to discontinued operations have been reclassified and separately presented in the condensed consolidated financial statements and accompanying notes to conform to the current period financial statement presentation.

Recently Adopted Accounting Pronouncements

In July 2025, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Codification (“ASU”) 2025-05, “Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets,” which introduces a practical expedient for the application of the current expected credit loss model to current accounts receivable and contract assets. The amendment is effective for interim and annual periods beginning after December 15, 2025, with early adoption permitted. This amendment is to be applied on a prospective basis. The Company adopted ASU 2025-05 effective January 1, 2026, which did not have a material impact on the Company’s condensed consolidated financial statements.

Recently Issued Accounting Pronouncements Not Yet Adopted

In November 2024, the FASB issued ASU 2024-03, “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses,” which requires disaggregated disclosure of specific expense categories, including purchases of inventory, employee compensation, depreciation, and amortization included in each relevant expense caption presented on the statement of operations. The standard also requires a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively, as well as the total amount of selling expenses and an entity’s definition of selling expenses. ASU 2024-03 is effective for annual periods beginning after December 15, 2026, and interim periods beginning after December 15, 2027. The Company is currently evaluating the impact this standard will have on its condensed consolidated financial statements.

In September 2025, the FASB issued ASU 2025-06, “Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software.” This guidance removes references to project stages throughout ASC 350-40 and clarifies the threshold entities apply to begin capitalizing costs. Under the new standard, cost capitalization should only commence when an entity has committed to funding a software project and it is probable the project will be completed and the software will be used for its intended purpose. The amendments are effective for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods. Entities may apply the guidance using a prospective, retrospective or modified transition approach. Early adoption is permitted as of the beginning of an annual reporting period. The Company is currently evaluating the impact this standard will have on its condensed consolidated financial statements.

In December 2025, the FASB issued ASU 2025-11, “Interim Reporting (Topic 270): Narrow-Scope Improvements.” ASU 2025-11 clarifies and improves existing interim reporting guidance by consolidating disclosure requirements within Topic 270 and introducing a disclosure principle requiring entities to disclose events and changes occurring after the most recent annual reporting period that are expected to have a material effect on the entity’s financial condition or results of operations. The ASU does not introduce significant changes to recognition or measurement guidance. The amendments in ASU 2025-11 are effective for interim reporting periods within fiscal years beginning after December 15, 2027, with early adoption permitted. ASU 2025-11 allows for either a prospective or retrospective approach on adoption. The Company is currently evaluating the impact this standard will have on its condensed consolidated financial statements.

The Company currently believes there are no other issued and not yet effective accounting standards that are materially relevant to its condensed consolidated financial statements.

F-6

1847 HOLDINGS LLC

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(UNAUDITED)

NOTE 2—LIQUIDITY AND GOING CONCERN ASSESSMENT

Management assesses liquidity and going concern uncertainty in the Company’s condensed consolidated financial statements to determine whether there is sufficient cash on hand and working capital, including available borrowings on loans, to operate for a period of at least one year from the date the financial statements are issued, which is referred to as the “look-forward period,” as defined in GAAP. As part of this assessment, based on conditions that are known and reasonably knowable to management, management considered various scenarios, forecasts, projections, estimates and made certain key assumptions, including the timing and nature of projected cash expenditures or programs, its ability to delay or curtail expenditures or programs and its ability to raise additional capital, if necessary, among other factors. Based on this assessment, management made certain assumptions around implementing curtailments or delays in the nature and timing of programs and expenditures to the extent it deems probable those implementations can be achieved and management has the proper authority to execute them within the look-forward period.

As of June 30, 2026, the Company had cash and cash equivalents of $442,279, an accumulated deficit of $119,923,707, and a working capital deficit of $41,437,625. For the six months ended June 30, 2026, the Company incurred an operating loss from continuing operations of $1,257,729 and generated net cash from operating activities from continuing operations of $712,366.

Notwithstanding current period positive operating cash flows, the Company does not expect to have sufficient cash and other liquid resources to meet its obligations as they become due over the next twelve months, primarily due to the magnitude of its current liabilities and significant near-term debt maturities. These conditions, considered in the aggregate, raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date the condensed consolidated financial statements are issued.

Management plans to address these conditions by securing additional capital through debt and equity financing, including potential public and private offerings of the Company’s securities, evaluating opportunities to refinance or extend the maturity of existing debt obligations, implementing reductions in discretionary operating expenditures to the extent practicable, exploring strategic alternatives with respect to its operating subsidiaries to reduce debt obligations, and actively pursuing the sale of CMD. The Company is currently evaluating multiple non-binding offers from prospective buyers, none of which is subject to exclusivity. If a sale is consummated, the proceeds would be expected to be sufficient to repay a significant portion of the Company’s outstanding debt obligations. However, there can be no assurance that a definitive agreement will be reached or that any transaction will be completed on terms acceptable to the Company or at all. Management has evaluated whether it is probable that these plans would be effectively implemented and, if so, whether they would mitigate the relevant conditions or events that raise substantial doubt within the next twelve months. Because these plans are subject to market conditions and reliance on third parties, and because there is no assurance that the Company will be able to raise capital on acceptable terms or at all, management has concluded that substantial doubt about the Company’s ability to continue as a going concern has not been alleviated as of the date these condensed consolidated financial statements are issued.

The accompanying condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of assets and their carrying amounts, or the amounts and classification of liabilities that might result should the Company be unable to continue as a going concern. If the Company is unable to obtain adequate capital, it could be forced to cease or curtail its operations.

F-7

1847 HOLDINGS LLC

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(UNAUDITED)

NOTE 3—DISCONTINUED OPERATIONS

CMD Assets-Held-for-Sale

As described in Note 1—Basis of Presentation and Other Information, during the first quarter of 2026, the Company received approval from the Board to engage in an active program to sell CMD. The Company determined that its decision to sell CMD is considered a strategic shift that will have a major effect on the Company’s operations and financial results and met the criteria for classification as discontinued operations. Upon classification as held-for-sale, the Company assessed the carrying value of CMD against its estimated fair value less costs to sell. As the estimated fair value less costs to sell exceeded the carrying value, no impairment loss was recognized at the classification date.

The following table presents the carrying amounts of the major classes of assets and liabilities of CMD, which have been classified as assets and liabilities held-for-sale in the condensed consolidated balance sheets as of June 30, 2026 and December 31, 2025:

	June 30, 2026		December 31, 2025
Assets
Cash and cash equivalents	$	1,984,440	$	1,723,610
Accounts receivable, net		4,437,285		7,422,762
Contract assets		4,812,590		4,057,322
Property and equipment, net		523,481		552,255
Operating lease right-of-use assets		1,242,069		1,380,891
Security deposits		5,600		5,600
Intangible assets, net		9,392,002		9,784,668
Goodwill		5,309,876		5,309,876
Total assets held-for-sale	$	27,707,343	$	30,236,984

Liabilities
Accounts payable and accrued expenses	$	5,041,751	$	3,508,130
Contract liabilities		529,809		748,163
Operating lease liabilities		1,288,878		1,422,728
Notes payable		–		2,943
Deferred tax liability		2,417,000		3,352,000
Total liabilities held-for-sale		9,277,438		9,033,964

Total net assets held-for-sale	$	18,429,905	$	21,203,020

F-8

1847 HOLDINGS LLC

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(UNAUDITED)

The following table presents the major classes of line items constituting the results of discontinued operations of CMD in the condensed consolidated statements of operations for the three and six months ended June 30, 2026 and 2025:

	Three Months Ended June 30,						Six Months Ended June 30,
	2026			2025			2026			2025
Revenues	$	6,538,172		$	11,223,360		$	14,740,855		$	19,444,480

Operating expenses
Cost of revenues		4,426,261			5,213,902			8,840,473			9,112,737
Personnel		1,692,479			1,659,589			3,356,022			3,179,738
Depreciation and amortization		245,071			224,591			478,370			446,720
General and administrative		985,197			739,542			2,251,793			1,372,785
Professional fees		218,776			137,841			363,554			850,820
Total operating expenses		7,567,784			7,975,465			15,290,212			14,962,800

Income (loss) from operations		(1,029,612	)		3,247,895			(549,357	)		4,481,680

Other income (expense)
Other income		149			9,595			3,559			10,322
Interest expense		–			(121	)		(7	)		(284	)
Total other income		149			9,474			3,552			10,038

Net income (loss) from discontinued operations before income taxes		(1,029,463	)		3,257,369			(545,805	)		4,491,718
Income tax provision		83,000			(921,000	)		(1,000	)		(943,000	)
Net income (loss) from discontinued operations	$	(946,463	)	$	2,336,369		$	(546,805	)	$	3,548,718

F-9

1847 HOLDINGS LLC

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(UNAUDITED)

The following table presents the major classes of cash flow activities from discontinued operations of CMD in the condensed consolidated statements of cash flows for the six months ended June 30, 2026 and 2025:

	Six Months Ended June 30,
	2026			2025
Cash flows from operating activities
Net income (loss) from discontinued operations	$	(546,805	)	$	3,548,718
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Deferred taxes		(935,000	)		(331,000	)
Provision for credit losses		53,200			–
Depreciation and amortization		478,370			446,720
Amortization of right-of-use assets		138,822			116,769
Changes in operating assets and liabilities:
Accounts receivable		2,932,277			(4,055,943	)
Contract assets		(755,268	)		(574,079	)
Prepaid expenses and other current assets		–			(15,000	)
Security deposits		–			(5,600	)
Accounts payable and accrued expenses		(692,689	)		1,498,991
Contract liabilities		(218,354	)		(173,990	)
Operating lease liabilities		(133,850	)		(105,328	)
Net cash provided by operating activities from discontinued operations		320,703			350,258

Cash flows from investing activities
Purchases of property and equipment		(56,930	)		(81,783	)
Net cash used in investing activities from discontinued operations		(56,930	)		(81,783	)

Cash flows from financing activities
Repayments of notes payable and finance lease liabilities		(2,943	)		(1,063,439	)
Net cash used in financing activities from discontinued operations		(2,943	)		(1,063,439	)

Net change in cash and cash equivalents from discontinued operations	$	260,830		$	(794,964	)

Sale of High Mountain

On September 30, 2024, the Company entered into an asset purchase agreement (the “Purchase Agreement”) with BFS Group LLC (“BFS”) and High Mountain Door & Trim Inc. (“High Mountain”), pursuant to which the Company sold substantially all of the assets of High Mountain to BFS for an aggregate cash purchase price of $17,000,000, subject to certain pre-closing and post-closing adjustments, including a reduction of $1,700,000 that may be used for certain post-closing payments (the “Holdback Amount”).

During the three and six months ended June 30, 2025, the Company recorded a reduction of $858,039 to the Holdback Amount related to the resolution of post-closing working capital adjustments, which was recognized as a loss on disposition of subsidiaries within discontinued operations. As of December 31, 2025, the balance of the Holdback Amount was $0. During the three and six months ended June 30, 2026, the Company received proceeds of $99,000 related to the resolution of post-closing adjustments under the Purchase Agreement, which were recognized as a gain on disposition of subsidiaries within discontinued operations.

NOTE 4—DISAGGREGATION OF REVENUES AND SEGMENT REPORTING

Following the classification of CMD as held-for-sale and discontinued operations during the first quarter of 2026, the Company’s three reportable segments are tied to its remaining operating subsidiaries, Kyle’s Custom Wood Shop, Inc. (“Kyle’s”), Sierra Homes, LLC d/b/a Innovative Cabinets & Design (“ICD”) and Wolo. The following describes the primary revenue-generating activities of each segment.

Kyle’s and ICD (Construction Operations): Revenue is derived primarily from contracts with customers for finish carpentry and related products and services, including millwork and cabinetry for general contractors, commercial developers, residential builders and homeowners, and government entities.

F-10

1847 HOLDINGS LLC

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(UNAUDITED)

Wolo (Automotive Supplies Operations): Revenue is derived primarily from the sale of horn and safety warning lights for cars, trucks, industrial equipment, and emergency vehicles. Wolo sells its products to big-box national retail chains, specialty and industrial distributors, online and mail order retailers, and original equipment manufacturers.

Corporate: Corporate services represent holding company activities, including corporate overhead, intercompany eliminations, and other activities not allocated to the reportable segments. The measure of segment profit or loss reviewed by the Company’s Chief Executive Officer, who is the chief operating decision maker (“CODM”), is income (loss) from operations. The Company does not allocate interest expense, changes in fair value of warrant and derivative liabilities, loss on extinguishment of debt, income taxes, or other non-operating items to its reportable segments, as these items are managed at the corporate level and are not included in the measures of segment performance reviewed by the CODM.

The Company’s revenues for the three months ended June 30, 2026 and 2025 are disaggregated as follows:

	Three Months Ended June 30, 2026
	Kyle’s		ICD		Wolo		Total
Revenues
Cabinetry and millwork	$	1,459,511	$	–	$	–	$	1,459,511
Automotive horns		–		–		91,765		91,765
Automotive lighting		–		–		15,854		15,854
Total revenues	$	1,459,511	$	–	$	107,619	$	1,567,130

	Three Months Ended June 30, 2025
	Kyle’s		ICD		Wolo		Total
Revenues
Cabinetry and millwork	$	1,549,126	$	33,971	$	–	$	1,583,097
Automotive horns		–		–		72,308		72,308
Automotive lighting		–		–		136,139		136,139
Total revenues	$	1,549,126	$	33,971	$	208,447	$	1,791,544

The Company’s revenues for the six months ended June 30, 2026 and 2025 are disaggregated as follows:

	Six Months Ended June 30, 2026
	Kyle’s		ICD		Wolo		Total
Revenues
Cabinetry and millwork	$	2,561,041	$	–	$	–	$	2,561,041
Automotive horns		–		–		154,985		154,985
Automotive lighting		–		–		19,512		19,512
Total revenues	$	2,561,041	$	–	$	174,497	$	2,735,538

	Six Months Ended June 30, 2025
	Kyle’s		ICD		Wolo		Total
Revenues
Cabinetry and millwork	$	3,411,478	$	33,971	$	–	$	3,445,449
Automotive horns		–		–		911,658		911,658
Automotive lighting		–		–		205,228		205,228
Total revenues	$	3,411,478	$	33,971	$	1,116,886	$	4,562,335

F-11

1847 HOLDINGS LLC

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(UNAUDITED)

Segment information for the three months ended June 30, 2026 and 2025 is as follows:

	Three Months Ended June 30, 2026
	Kyle’s			ICD			Wolo			Corporate			Total
Revenues	$	1,459,511		$	–		$	107,619		$	–		$	1,567,130
Operating expenses
Cost of revenues		839,154			–			16,160			–			855,314
Personnel		268,735			–			26,291			78,914			373,940
Personnel – corporate allocation		42,384			–			–			(42,384	)		–
Depreciation and amortization		109,902			–			69			786			110,757
General and administrative		150,834			–			207,722			25,682			384,238
General and administrative – management fees		62,500			62,500			75,000			–			200,000
General and administrative – corporate allocation		42,906			–			–			(42,906	)		–
Professional fees		–			–			5,378			96,029			101,407
Total operating expenses		1,516,415			62,500			330,620			116,121			2,025,656
Loss from operations	$	(56,904	)	$	(62,500	)	$	(223,001	)	$	(116,121	)	$	(458,526	)

	Three Months Ended June 30, 2025
	Kyle’s			ICD			Wolo			Corporate			Total
Revenues	$	1,549,126		$	33,971		$	208,447		$	–		$	1,791,544
Operating expenses
Cost of revenues		909,730			1,723			174,489			–			1,085,942
Personnel		258,841			2,500			74,427			107,800			443,568
Personnel – corporate allocation		49,448			–			33,410			(82,858	)		–
Depreciation and amortization		124,219			3,245			69			–			127,533
General and administrative		166,905			29,873			89,577			85,484			371,839
General and administrative – management fees		62,500			62,500			75,000			–			200,000
General and administrative – corporate allocation		50,079			–			31,584			(81,663	)		–
Professional fees		6,400			–			13,273			488,253			507,926
Loss on abandonment of right-of use asset		–			112,705			–			–			112,705
Total operating expenses		1,628,122			212,546			491,829			517,016			2,849,513
Loss from operations	$	(78,996	)	$	(178,575	)	$	(283,382	)	$	(517,016	)	$	(1,057,969	)

F-12

1847 HOLDINGS LLC

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(UNAUDITED)

Segment information for the six months ended June 30, 2026 and 2025 is as follows:

	Six Months Ended June 30, 2026
	Kyle’s			ICD			Wolo			Corporate			Total
Revenues	$	2,561,041		$	–		$	174,497		$	–		$	2,735,538
Operating expenses
Cost of revenues		1,562,474			–			46,277			–			1,608,751
Personnel		537,837			–			56,155			59,087			653,079
Personnel – corporate allocation		91,832			–			–			(91,832	)		–
Depreciation and amortization		223,744			–			138			1,572			225,454
General and administrative		293,213			59			244,523			104,689			642,484
General and administrative – management fees		125,000			125,000			150,000			–			400,000
General and administrative – corporate allocation		113,062			–			–			(113,062	)		–
Professional fees		–			–			12,465			451,034			463,499
Total operating expenses		2,947,162			125,059			509,558			411,488			3,993,267
Loss from operations	$	(386,121	)	$	(125,059	)	$	(335,061	)	$	(411,488	)	$	(1,257,729	)

	Six Months Ended June 30, 2025
	Kyle’s		ICD			Wolo			Corporate			Total
Revenues	$	3,411,478	$	33,971		$	1,116,886		$	–		$	4,562,335
Operating expenses
Cost of revenues		1,885,885		1,723			738,680			–			2,626,288
Personnel		499,064		20,860			200,604			117,400			837,928
Personnel – corporate allocation		91,832		42,546			73,502			(207,880	)		–
Depreciation and amortization		248,363		8,362			138			–			256,863
General and administrative		329,485		160,225			202,487			157,597			849,794
General and administrative – management fees		125,000		125,000			150,000			–			400,000
General and administrative – corporate allocation		100,158		50,274			78,960			(229,392	)		–
Professional fees		6,400		3,518			38,390			1,903,318			1,951,626
Loss on abandonment of right-of use asset		–		112,705			–			–			112,705
Total operating expenses		3,286,187		525,213			1,482,761			1,741,043			7,035,204
Income (loss) from operations	$	125,291	$	(491,242	)	$	(365,875	)	$	(1,741,043	)	$	(2,472,869	)

The following tables present total assets by reportable segments as of June 30, 2026 and December 31, 2025:

	June 30, 2026
	Kyle’s		ICD		Wolo		Corporate		Total
Assets
Current assets	$	873,296	$	–	$	787,475	$	504,063	$	2,164,834
Long-lived assets		2,234,721		–		384		5,531		2,240,636
Total assets	$	3,108,017	$	–	$	787,859	$	509,594	$	4,405,470

F-13

1847 HOLDINGS LLC

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(UNAUDITED)

	December 31, 2025
	Kyle’s		ICD		Wolo		Corporate		Total
Assets
Current assets	$	555,062	$	–	$	599,391	$	242,646	$	1,397,099
Long-lived assets		2,521,948		–		522		7,103		2,529,573
Total assets	$	3,077,010	$	–	$	599,913	$	249,749	$	3,926,672

NOTE 5—PROPERTY AND EQUIPMENT

Property and equipment as of June 30, 2026 and December 31, 2025 consisted of the following:

	June 30, 2026			December 31, 2025
Machinery and equipment	$	1,226,840		$	1,226,840
Office furniture and equipment		91,829			91,829
Transportation equipment		170,917			170,917
Leasehold improvements		152,908			152,908
Total property and equipment		1,642,494			1,642,494
Less: accumulated depreciation		(1,458,727	)		(1,324,173	)
Total property and equipment, net	$	183,767		$	318,321

Depreciation expense for the three months ended June 30, 2026 and 2025 was $65,307 and $82,083, respectively. Depreciation expense for the six months ended June 30, 2026 and 2025 was $134,554 and $165,963, respectively.

NOTE 6—INTANGIBLE ASSETS

Intangible assets as of June 30, 2026 and December 31, 2025 consisted of the following:

	June 30, 2026			December 31, 2025
Customer-related	$	2,727,000		$	2,727,000
Marketing-related		294,000			294,000
Total intangible assets		3,021,000			3,021,000
Less: accumulated amortization		(1,339,354	)		(1,248,454	)
Total intangible assets, net	$	1,681,646		$	1,772,546

Amortization expense was $45,450 for each of the three months ended June 30, 2026 and 2025, and $90,900 for each of the six months ended June 30, 2026 and 2025.

Estimated amortization expense for intangible assets for the next five years consists of the following as of June 30, 2026:

Year Ending December 31,	Amount
2026 (remaining)	$	90,900
2027		181,800
2028		181,800
2029		181,800
2030		181,800
Thereafter		863,546
Total estimated amortization expense	$	1,681,646

F-14

1847 HOLDINGS LLC

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(UNAUDITED)

NOTE 7—ACCOUNTS PAYABLE AND ACCRUED EXPENSES

Accounts payable and accrued expenses as of June 30, 2026 and December 31, 2025 consisted of the following:

	June 30, 2026		December 31, 2025
Trade accounts payable	$	1,416,843	$	1,409,789
Credit cards payable		218,823		161,527
Accrued payroll liabilities		1,953,877		1,695,792
Accrued interest		11,264,479		8,527,543
Accrued dividends		578,376		430,103
Accrued taxes		538,120		538,120
Accrued management fees		830,500		730,499
Accrued board fees		536,000		536,000
Other accrued liabilities		578,998		407,557
Total accounts payable and accrued expenses	$	17,916,016	$	14,436,930

NOTE 8—LEASES

Operating Leases

Operating leases as of June 30, 2026 and December 31, 2025 consist of the following:

	June 30, 2026			December 31, 2025
Operating lease right-of-use assets	$	361,881		$	425,364

Operating lease liabilities, current portion		121,406			154,098
Operating lease liabilities, long-term		249,963			301,233
Total operating lease liabilities	$	371,369		$	455,331

Weighted-average remaining lease term (years)		3.56			3.67
Weighted-average discount rate		14.64	%		14.22	%

The components of operating lease expense consisted of the following for three months ended June 30, 2026 and 2025:

	Three Months Ended June 30,				Six Months Ended June 30,
	2026		2025		2026		2025
Fixed operating lease expense	$	44,963	$	114,374	$	89,984	$	228,749
Short-term and variable operating lease expense		23,749		18,591		52,224		39,308
Total operating lease expense	$	68,712	$	132,965	$	142,208	$	268,057

For the three months ended June 30, 2026 and 2025, cash paid for amounts included in the measurement of operating lease liabilities was $46,299 and $72,895, respectively. For the six months ended June 30, 2026 and 2025, cash paid for amounts included in the measurement of operating lease liabilities was $92,380 and $193,430, respectively.

F-15

1847 HOLDINGS LLC

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(UNAUDITED)

As of June 30, 2026, maturities of operating lease liabilities were as follows:

Year Ending December 31,	Amount
2026 (remaining)	$	93,551
2027		120,478
2028		98,933
2029		100,892
2030		67,261
Total		481,115
Less: imputed interest		(109,746	)
Total operating lease liabilities	$	371,369

Finance Leases

As of June 30, 2026, maturities of financing lease liabilities were as follows:

Year Ending December 31,	Amount
2026 (remaining)	$	105,665
2027		210,042
2028		28,833
Total		344,540
Less: amount representing interest		(16,251	)
Total finance lease liabilities	$	328,289

As of June 30, 2026 the weighted-average remaining lease term for all finance leases is 1.62 years and the weighted average discount rate is 5.17%.

NOTE 9—FAIR VALUE MEASUREMENTS

The fair value of financial instruments measured on a recurring basis as of June 30, 2026 and December 31 2025 consisted of the following:

	Fair Value Measurements as of June 30, 2026
Description	Level 1		Level 2		Level 3		Total
Warrant liabilities	$	–	$	–	$	12,805,900	$	12,805,900

	Fair Value Measurements as of December 31, 2025
Description	Level 1		Level 2		Level 3		Total
Warrant liabilities	$	–	$	–	$	8,424,500	$	8,424,500

The following table provides a roll-forward of changes for financial instruments measured at fair value on a recurring basis for the six months ended June 30, 2026:

Warrant Liabilities	Amount
Balance as of December 31, 2025	$	8,424,500
Loss on change in fair value of warrant liabilities		4,406,400
Extinguishment of warrant liabilities upon exercise		(25,000	)
Balance as of June 30, 2026	$	12,805,900

F-16

1847 HOLDINGS LLC

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(UNAUDITED)

NOTE 10—NOTES PAYABLE

Purchase and Sale of Future Revenues Loan

On February 12, 2026, the sale of future revenues loan, originally issued on March 31, 2023, and previously amended on November 30, 2023, July 23, 2024, and April 24, 2025, was further amended to increase the outstanding balance by $999,000 to $1,350,000 for net cash proceeds of $619,000, with weekly ACH payments revised to $27,000. The Company evaluated the amendment under ASC 470-50, “Modifications and Extinguishments,” and determined it to be a modification, and recorded an additional debt discount of $380,000. Following the modification, the effective interest rate was 80.9%.

On June 24, 2026, the agreement was further amended to increase the outstanding balance by $864,000 to $1,620,000 for net cash proceeds of $408,000, with weekly ACH payments revised to $32,400. The Company evaluated the amendment under ASC 470-50, “Modifications and Extinguishments,” and determined it to be an extinguishment. As a result, the Company recognized a loss on extinguishment of debt of $182,649 and recorded an additional debt discount of $420,000. Following the extinguishment, the effective interest rate was 65.0%.

As of June 30, 2026, the outstanding principal balance is $1,620,000, and the unamortized debt discount is $420,000.

20% OID Promissory Note – March 2024

On June 18, 2026, the 20% OID subordinated promissory note, originally issued on March 4, 2024 and previously amended on multiple occasions, was further amended, pursuant to which the parties agreed to extend the maturity date of the note to October 31, 2026. As additional consideration for the amendment, the Company agreed to increase the outstanding principal by 15% or $407,074 as an amendment fee for a new principal amount of $3,120,894. The parties also modified the payment schedule, which requires that the Company pay (i) at least $50,000 by June 22, 2026, (ii) monthly payments of $25,000 from July 15, 2026 to September 15, 2026 and (iii) monthly payments of $150,000 commencing on October 15, 2026. If the note is repaid prior to October 15, 2026, the Company will receive a 5% discount, and the principal amount will be reduced to $2,964,849. The Company evaluated the amendment in accordance with ASC Topic 470-50, “Modifications and Extinguishments,” and determined the amendment was an extinguishment. As a result, the Company recognized a loss on extinguishment of debt of $407,074.

As of June 30, 2026, the total outstanding principal balance is $3,070,894.

NOTE 11—RELATED PARTIES

Management Services Agreements

On April 15, 2013, the Company and 1847 Partners LLC (the “Manager”) entered into a management services agreement, pursuant to which the Company is required to pay the Manager a quarterly management fee equal to 0.5% of its adjusted net assets for services performed (the “Parent Management Fee”). The amount of the Parent Management Fee with respect to any fiscal quarter is (i) reduced by the aggregate amount of any management fees received by the Manager under any offsetting management services agreements with respect to such fiscal quarter, (ii) reduced (or increased) by the amount of any over-paid (or under-paid) Parent Management Fees received by (or owed to) the Manager as of the end of such fiscal quarter, and (iii) increased by the amount of any outstanding accrued and unpaid Parent Management Fees. The Company expensed $0 in Parent Management Fees for the three and six months ended June 30, 2026 and 2025.

On August 21, 2020, 1847 Cabinet Inc. (“1847 Cabinet”) entered into an offsetting management services agreement with the Manager, which was amended on October 8, 2021. Pursuant to the amended management services agreement, the Manager will provide certain services to 1847 Cabinet in exchange for a quarterly management fee equal to the greater of $125,000 or 2% of adjusted net assets (as defined within the amended management services agreement). 1847 Cabinet expensed management fees of $125,000 for the three months ended June 30, 2026 and 2025 and $250,000 for the six months ended June 30, 2026 and 2025.

F-17

1847 HOLDINGS LLC

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(UNAUDITED)

On March 30, 2021, 1847 Wolo Inc. (“1847 Wolo”) entered into an offsetting management services agreement with the Manager. Pursuant to the management services agreement, the Manager will provide certain services to 1847 Wolo in exchange for a quarterly management fee equal to the greater of $75,000 or 2% of adjusted net assets (as defined within the management services agreement). 1847 Wolo expensed management fees of $75,000 for the three months ended June 30, 2026 and 2025 and $150,000 for the six months ended June 30, 2026 and 2025.

On December 16, 2024, 1847 CMD Inc. (“1847 CMD”) entered into an offsetting management services agreement with the Manager. Pursuant to the management services agreement, the Manager will provide certain services to 1847 CMD in exchange for a quarterly management fee equal to the greater of $75,000 or 2% of adjusted net assets (as defined within the management services agreement). 1847 CMD expensed management fees of $75,000 for the three months ended June 30, 2026 and 2025 and $150,000 for the six months ended June 30, 2026 and 2025, which is included in discontinued operations. See Note 3—Discontinued Operations for additional information.

In addition, if the aggregate amount of management fees paid or to be paid to the Manager under the offsetting management services agreements, exceeds, or is expected to exceed, 9.5% of the Company’s gross income in any fiscal year or the Parent Management Fee in any fiscal quarter, then the management fee to be paid by such entities shall be reduced, on a pro rata basis determined by reference to the other management fees to be paid to the Manager under other offsetting management services agreements.

In addition, under the Company’s operating agreement with the Manager, in the event of an acquisition of a target business or disposition of a subsidiary, the Manager will receive a transaction fee of 2% of the aggregate purchase price, which percentage decreases if the purchase exceeds $50 million.

On a consolidated basis, the Company expensed total management fees of $275,000 for the three months ended June 30, 2026 and 2025, of which $200,000 relates to continuing operations and $75,000 relates to discontinued operations, and $550,000 for the six months ended June 30, 2026 and 2025, of which $400,000 relates to continuing operations and $150,000 relates to discontinued operations. As of June 30, 2026 and December 31, 2025, accrued and unpaid management fees of $830,500 and $730,499, respectively, are included in accounts payable and accrued expenses in the condensed consolidated balance sheets.

NOTE 12—COMMITMENTS AND CONTINGENCIES

On September 4, 2025, Alpha Capital Anstalt (“Alpha Capital”) filed a complaint in the Supreme Court of the State of New York, County of New York against the Company, in an action captioned Alpha Capital Anstalt v. 1847 HOLDINGS LLC, Index No. 655245/2025. The complaint asserts a claim for breach of contract against the Company based on its alleged breach of a securities purchase agreement it entered into with Alpha Capital on December 14, 2024 (the “SPA”). Alpha Capital alleges that the Company breached the implied covenant of good faith and fair dealing and Section 4.10 in the SPA by failing to take steps to have its common shares listed on another trading market after it was delisted from NYSE American. Alpha Capital alleges that, as a result of the Company’s alleged failure in that regard, it has not been able to sell or exercise the securities it acquired under the SPA and in a subsequent transaction. Alpha Capital seeks damages of at least $2 million plus its attorney’s fees, costs, and pre- and post-judgment interest and, alternatively, an order requiring the Company to get its common shares listed on a trading market. On October 8, 2025, the Company filed an answer to the complaint denying the material allegations in the complaint and asserting several affirmative defenses. The Company amended its answer on April 2, 2026, and the amended answer includes a demand for the Company’s costs and attorney’s fees incurred in defending the action pursuant to the provision in SPA providing that the prevailing party in litigation is to be awarded its fees and costs from the other party. On January 22, 2026, the court held a Preliminary Conference and set September 18, 2026 as the deadline for Alpha Capital to file a note of issue/certificate of readiness, and the court will thereafter set a trial date. Discovery commenced on February 27, 2026 and is ongoing. The Company believes it has meritorious defenses to Alpha Capital’s claims, including because the Company’s common shares commenced trading on the OTCID market on October 15, 2025. The Company intends to vigorously defend itself against Alpha Capital’s claims. Due to this litigation being at an early stage, the Company cannot reasonably estimate at this time the potential loss or range of loss, if any, in the event of an adverse outcome in this matter. It is possible an adverse outcome could materially adversely affect the Company’s financial condition, results of operations, and cash flows. No accrual has been recorded with respect to this legal matter.

F-18

1847 HOLDINGS LLC

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(UNAUDITED)

On October 17, 2025, Matthew Miller, individually and as principal of Strategic Risk, LLC (the “Plaintiff”), filed a complaint in the U.S. District Court for the Southern District of New York in an action captioned Matthew Miller v. 1847 HOLDINGS LLC; 1847 Partners LLC; Ellery W. Roberts; Louis Bevilacqua; Bevilacqua PLLC; Joseph D. Wilson; Eric Van Dam; Vernice Howard; Edward Tobin; Glyn Milburn; and Does 1-10, case no. 1:25-cv-08606-LAK. On October 24, 2025, the Plaintiff filed an amended complaint that also named Spartan Capital Securities LLC; and Sichenzia Ross Ference Carmel LLP as defendants. On October 28, 2025, the Court sua sponte dismissed the amended complaint without prejudice and with leave to replead. On November 24, 2025, the Plaintiff filed a second amended complaint naming 1847 Holdings, LLC, 1847 Partners, LLC, Ellery W. Roberts, Louis A. Bevilacqua, Bevilacqua PLLC, and Vernice Howard as defendants and alleging claims for securities fraud, scheme liability, control person liability, and common law fraud. On February 17, 2026, 1847 Holdings, 1847 Partners, Mr. Roberts, and Ms. Howard filed a motion to dismiss the second amended complaint. On April 18, 2026, the Court entered an order dismissing the second amended complaint. The dismissal is with prejudice with respect to all of the Plaintiff’s claims, with the exception of the common law fraud claim, with the Court exercising its discretion not to proceed with that claim. On April 20, 2026, the Court entered a judgment in favor of the defense.

NOTE 13—SHAREHOLDERS’ DEFICIT

Series A Senior Convertible Preferred Shares

As of June 30, 2026 and December 31, 2025, the Company had 50,592 series A senior convertible preferred shares issued and outstanding.

During the three and six months ended June 30, 2026, the Company accrued dividends of $8,852 and $17,607, respectively, for the series A senior convertible preferred shares.

Series C Senior Convertible Preferred Shares

As of June 30, 2026 and December 31, 2025, the Company had 83,603 series C senior convertible preferred shares issued and outstanding.

During the three and six months ended June 30, 2026, the Company accrued dividends of $12,506 and $24,875, respectively, for the series C senior convertible preferred shares.

Series D Senior Convertible Preferred Shares

As of June 30, 2026 and December 31, 2025, the Company had 6,293,022 series D senior convertible preferred shares issued and outstanding.

During the three and six months ended June 30, 2026, the Company accrued dividends of $53,189 and $105,791, respectively, for the series D senior convertible preferred shares.

Series F Convertible Preferred Shares

As of June 30, 2026 and December 31, 2025, the Company had 1,027 series F convertible preferred shares issued and outstanding.

Common Shares

As of June 30, 2026 and December 31, 2025, the Company was authorized to issue 2,000,000,000 common shares, and had 65,293,659 and 61,918,659 common shares issued and outstanding, respectively.

During the six months ended June 30, 2026, the Company issued an aggregate of 3,375,000 common shares upon the cashless exercise of series A warrants issued in December 2024, resulting in extinguishment of warrant liabilities of $25,000.

F-19

1847 HOLDINGS LLC

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(UNAUDITED)

Common Share Equivalents

For the three and six months ended June 30, 2026, there were 1,879,126,608 potential common share equivalents from warrants, convertible preferred shares, and convertible notes excluded from the diluted earnings per share calculations as their effect is anti-dilutive.

Warrants

The Company did not issue any new warrants during the six months ended June 30, 2026.

Below is a table summarizing the changes in warrants outstanding during the six months ended June 30, 2026:

	Warrants			Weighted- Average Exercise Price
Outstanding at December 31, 2025		1,113,606,976		$	0.08
Exercised/settled		(2,700,000	)		(0.05	)
Expired/forfeited		(21	)		(81,900	)
Outstanding at June 30, 2026		1,110,906,955		$	0.07
Exercisable at June 30, 2026		1,110,906,955		$	0.07

As of June 30, 2026, the outstanding warrants have a weighted-average remaining contractual life of 4.17 years and a total intrinsic value of $15,359.

NOTE 14—SUBSEQUENT EVENTS

The Company has evaluated subsequent events through the date these condensed consolidated financial statements were issued and determined that there were no subsequent events requiring recognition or disclosure. See Note 2—Liquidity and Going Concern Assessment for a discussion of the Company’s ongoing process to sell CMD.

F-20

ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

The following management’s discussion and analysis of financial condition and results of operations provides information that management believes is relevant to an assessment and understanding of our plans and financial condition. The following financial information is derived from our financial statements and should be read in conjunction with such financial statements and notes thereto set forth elsewhere herein.

Use of Terms

Except as otherwise indicated by the context and for the purposes of this report only, references in this report to “we,” “us,” “our” and “our company” refer to 1847 Holdings LLC, a Delaware limited liability company, and its consolidated subsidiaries. References to “our manager” refer to 1847 Partners LLC, a Delaware limited liability company.

Special Note Regarding Forward Looking Statements

This report contains forward-looking statements that are based on our management’s beliefs and assumptions and on information currently available to us. All statements other than statements of historical facts are forward-looking statements. These statements relate to future events or to our future financial performance and involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. Forward-looking statements include, but are not limited to, statements about:

●

our ability to effectively integrate and operate the businesses that we acquire;

●

our ability to successfully identify and acquire additional businesses;

●

our organizational structure, which may limit our ability to meet our dividend and distribution policy;

●

our ability to service and comply with the terms of indebtedness;

●

our cash flow available for distribution and our ability to make distributions to our common shareholders;

●

our ability to pay the management fee, profit allocation and put price to our manager when due;

●

labor disputes, strikes or other employee disputes or grievances;

●

the regulatory environment in which our businesses operate under;

●

trends in the industries in which our businesses operate;

●

the competitive environment in which our businesses operate;

●

changes in general economic or business conditions or economic or demographic trends in the United States including changes in interest rates and inflation;

●

our and our manager’s ability to retain or replace qualified employees of our businesses and our manager;

●

casualties, condemnation or catastrophic failures with respect to any of our business’ facilities;

●

costs and effects of legal and administrative proceedings, settlements, investigations and claims; and

●

extraordinary or force majeure events affecting the business or operations of our businesses.

In some cases, you can identify forward-looking statements by terms such as “may,” “could,” “will,” “should,” “would,” “expect,” “plan,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “project” or “continue” or the negative of these terms or other comparable terminology. These statements are only predictions. You should not place undue reliance on forward-looking statements because they involve known and unknown risks, uncertainties and other factors, which are, in some cases, beyond our control and which could materially affect results. Factors that may cause actual results to differ materially from current expectations include, among other things, those listed under Item 1A “Risk Factors” included in our Annual Report on Form 10-K for the year ended December 31, 2025 filed with the Securities and Exchange Commission (“SEC”) on March 31, 2026, or the Annual Report, and elsewhere in this report. If one or more of these risks or uncertainties occur, or if our underlying assumptions prove to be incorrect, actual events or results may vary significantly from those implied or projected by the forward-looking statements. No forward-looking statement is a guarantee of future performance.

In addition, statements that “we believe” and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based upon information available to us as of the date of this report, and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all potentially available relevant information. These statements are inherently uncertain and investors are cautioned not to unduly rely upon these statements.

The forward-looking statements made in this report relate only to events or information as of the date on which the statements are made in this report. Except as expressly required by the federal securities laws, there is no undertaking to publicly update or revise any forward-looking statements, whether as a result of new information, future events, changed circumstances or any other reason.

Overview

We are an acquisition holding company focused on acquiring and managing a group of small businesses, which we characterize as those that have an enterprise value of less than $50 million, in a variety of different industries headquartered in North America.

On September 30, 2020, our subsidiary 1847 Cabinet Inc., or 1847 Cabinet, acquired Kyle’s Custom Wood Shop, Inc., an Idaho corporation, or Kyle’s. Kyle’s is a leading custom cabinetry maker servicing contractors and homeowners since 1976 in Boise, Idaho and the surrounding area. Kyle’s focuses on designing, building, and installing custom cabinetry primarily for custom and semi-custom builders.

On March 30, 2021, our subsidiary 1847 Wolo Inc., or 1847 Wolo, acquired Wolo Mfg. Corp., a New York corporation, and Wolo Industrial Horn & Signal, Inc., a New York corporation, which we collectively refer to as Wolo. Headquartered in Deer Park, New York and founded in 1965, Wolo designs and sells horn and safety products (electric, air, truck, marine, motorcycle and industrial equipment), and offers vehicle emergency and safety warning lights for cars, trucks, industrial equipment and emergency vehicles. During the first quarter of 2025, we classified the assets and liabilities of Wolo as held for sale. In the fourth quarter of 2025, we determined that Wolo no longer met the criteria for held for sale classification due to a change in management’s intent, as we decided to retain and rebuild Wolo’s operations. Accordingly, the assets and liabilities of Wolo were reclassified from held for sale. The results of Wolo’s operations are included within continuing operations for all periods presented.

On October 8, 2021, our subsidiary 1847 Cabinet acquired Sierra Homes, LLC d/b/a Innovative Cabinets & Design, a Nevada limited liability company, or ICD. ICD was founded in 2008 and specializes in custom cabinetry and countertops for a client base consisting of single-family homeowners, builders of multi-family homes, as well as commercial clients.

On December 16, 2024, our subsidiary 1847 CMD Inc., or 1847 CMD, acquired CMD Inc., a Nevada corporation, and CMD Finish Carpentry, LLC, a Nevada limited liability company, which we collectively refer to as CMD. Headquartered in Las Vegas, Nevada and founded in 2012, CMD specializes in finish carpentry and related products and services, including doors, frames, trim, hardware, millwork, cabinetry, and specialty construction accessories for general contractors, commercial developers, residential builders and homeowners, and government entities. During the first quarter of 2026, we received approval from our board to engage in an active program to sell CMD. We determined that our decision to sell CMD is considered a strategic shift that will have a major effect on our operations and financial results and met the criteria for classification as discontinued operations. As a result, the assets and liabilities of CMD are presented as held-for-sale in the unaudited condensed consolidated balance sheets and the operating results are presented as discontinued operations in the unaudited condensed consolidated statements of operations for all periods presented.

Through our structure, we offer investors an opportunity to participate in the ownership and growth of a portfolio of businesses that traditionally have been owned and managed by private equity firms, private individuals or families, financial institutions or large conglomerates. We believe that our management and acquisition strategies will allow us to achieve our goals to make and grow regular distributions to our common shareholders and increase common shareholder value over time.

We seek to acquire controlling interests in small businesses that we believe operate in industries with long-term macroeconomic growth opportunities, and that have positive and stable earnings and cash flows, face minimal threats of technological or competitive obsolescence and have strong management teams largely in place. We believe that private company operators and corporate parents looking to sell their businesses will consider us to be an attractive purchaser of their businesses. We make these businesses our majority-owned subsidiaries and actively manage and grow such businesses. We expect to improve our businesses over the long term through organic growth opportunities, add-on acquisitions and operational improvements.

Recent Developments

Sale Process for CMD

As previously disclosed, during the first quarter of 2026, our Board of Directors approved a plan to actively market CMD for sale, and CMD has been classified as held for sale and as discontinued operations. We are currently evaluating multiple non-binding offers from prospective buyers, none of which is subject to exclusivity. There can be no assurance that a definitive agreement will be reached or that any transaction will be completed on terms acceptable to us or at all. See Note 2—Liquidity and Going Concern Assessment for additional information.

Management Fees

On April 15, 2013, we and our manager entered into a management services agreement, pursuant to which we are required to pay our manager a quarterly management fee equal to 0.5% of our adjusted net assets for services performed (which we refer to as the parent management fee). The amount of the parent management fee with respect to any fiscal quarter is (i) reduced by the aggregate amount of any management fees received by our manager under any offsetting management services agreements with respect to such fiscal quarter, (ii) reduced (or increased) by the amount of any over-paid (or under-paid) parent management fees received by (or owed to) our manager as of the end of such fiscal quarter, and (iii) increased by the amount of any outstanding accrued and unpaid parent management fees. We did not expense any parent management fees for the three and six months ended June 30, 2026.

On August 21, 2020, 1847 Cabinet entered into an offsetting management services agreement with our manager, which was amended on October 8, 2021. Pursuant to the amended management services agreement, our manager will provide certain services to 1847 Cabinet in exchange for a quarterly management fee equal to the greater of $125,000 or 2% of adjusted net assets (as defined within the amended management services agreement). 1847 Cabinet expensed management fees of $125,000 for three months ended June 30, 2026 and 2025 and $250,000 for the six months ended June 30, 2026 and 2025.

On March 30, 2021, 1847 Wolo entered into an offsetting management services agreement with our manager. Pursuant to the management services agreement, our manager will provide certain services to 1847 Wolo in exchange for a quarterly management fee equal to the greater of $75,000 or 2% of adjusted net assets (as defined within the management services agreement). 1847 Wolo expensed management fees of $75,000 for the three months ended June 30, 2026 and 2025 and $150,000 for the six months ended June 30, 2026 and 2025.

On December 16, 2024, 1847 CMD entered into an offsetting management services agreement with our manager. Pursuant to the management services agreement, our manager will provide certain services to 1847 CMD in exchange for a quarterly management fee equal to the greater of $75,000 or 2% of adjusted net assets (as defined within the management services agreement). 1847 CMD expensed management fees of $75,000 for the three months ended June 30, 2026 and 2025 and $150,000 for the six months ended June 30, 2026 and 2025, which is included in discontinued operations.

In addition, if the aggregate amount of management fees paid or to be paid to our manager under the offsetting management services agreements, exceeds, or is expected to exceed, 9.5% of our gross income in any fiscal year or the parent management fee in any fiscal quarter, then the management fee to be paid by such entities shall be reduced, on a pro rata basis determined by reference to the other management fees to be paid to our manager under other offsetting management services agreements.

On a consolidated basis, our company expensed total management fees from continuing operations and discontinued operations of $200,000 and $75,000, respectively, for the three months ended June 30, 2026 and 2025 and $400,000 and $150,000 for the six months ended June 30, 2026 and 2025, respectively.

Segments

Following the classification of CMD as held-for-sale and discontinued operations during the first quarter of 2026, we operate through three reportable segments within two primary industries. Our three reportable segments are Kyle’s, ICD, and Wolo. The following describes the primary revenue-generating activities of each segment.

●

Kyle’s and ICD (Construction Operations): Revenue is derived primarily from contracts with customers for finish carpentry and related products and services, including millwork and cabinetry for general contractors, commercial developers, residential builders and homeowners, and government entities.

●

Wolo (Automotive Supplies Operations): Revenue is derived primarily from the sale of horn and safety warning lights for cars, trucks, industrial equipment, and emergency vehicles. Wolo sells its products to big-box national retail chains, specialty and industrial distributors, online and mail order retailers, and original equipment manufacturers.

We report all other business activities that are not reportable in the foregoing segments in corporate services. We provide general corporate services to our segments; however, these services are not considered when making operating decisions and assessing segment performance. The corporate services segment includes costs associated with executive management, financing activities and other public company-related costs.

Results of Operations

Comparison of the Three Months Ended June 30, 2026 and 2025

The following tables present key components of our results of continuing operations during the three months ended June 30, 2026 and 2025, both in dollars and as a percentage of our revenues.

	Three Months Ended June 30,
	2026						2025
	Amount			% of Revenues			Amount			% of Revenues
Revenues	$	1,567,130			100.0	%	$	1,791,544			100.0	%
Operating expenses
Cost of revenues		855,314			54.6	%		1,085,942			60.6	%
Personnel		373,940			23.9	%		443,568			24.8	%
Depreciation and amortization		110,757			7.1	%		127,533			7.1	%
General and administrative		584,238			37.3	%		571,839			31.9	%
Professional fees		101,407			6.5	%		507,926			28.4	%
Loss on abandonment of right-of-use asset		–			–			112,705			6.3	%
Total operating expenses		2,025,656			129.3	%		2,849,513			159.1	%
Loss from operations		(458,526	)		(29.3	)%		(1,057,969	)		(59.1	)%
Other income (expense)
Other expense		(19,529	)		(1.2	)%		–			–
Loss on disposal of property and equipment		–			–			(2,858	)		(0.2	)%
Interest expense		(1,616,654	)		(103.2	)%		(1,058,597	)		(59.1	)%
Amortization of debt discounts		(120,885	)		(7.7	)%		(472,680	)		(26.4	)%
Loss on extinguishment of debt		(589,723	)		(37.6	)%		(708,218	)		(39.5	)%
Gain on change in fair value of derivative liabilities		–			–			220,000			12.3	%
Gain (loss) on change in fair value of warrant liabilities		(3,136,100	)		(200.1	)%		24,053,885			1,342.6	%
Total other income (expense)		(5,482,891	)		(349.9	)%		22,031,532			1,229.8	%
Income (loss) from continuing operations before income taxes		(5,941,417	)		(379.1	)%		20,973,563			1,170.7	%
Income tax benefit (provision)		(4,000	)		(0.3	)%		81,000			4.5	%
Net income (loss) from continuing operations	$	(5,945,417	)		(379.4	)%	$	21,054,563			1,175.2	%

Revenues

Our total revenues were $1,567,130 for the three months ended June 30, 2026, as compared to $1,791,544 for the three months ended June 30, 2025. The following tables present our revenues by segment for the three months ended June 30, 2026 and 2025:

	Three Months Ended June 30, 2026
	Kyle’s		ICD		Wolo		Total
Revenues
Cabinetry and millwork	$	1,459,511	$	–	$	–	$	1,459,511
Automotive horns		–		–		91,765		91,765
Automotive lighting		–		–		15,854		15,854
Total revenues	$	1,459,511	$	–	$	107,619	$	1,567,130

	Three Months Ended June 30, 2025
	Kyle’s		ICD		Wolo		Total
Revenues
Cabinetry and millwork	$	1,549,126	$	33,971	$	–	$	1,583,097
Automotive horns		–		–		72,308		72,308
Automotive lighting		–		–		136,139		136,139
Total revenues	$	1,549,126	$	33,971	$	208,447	$	1,791,544

Construction Operations — Kyle’s and ICD

Revenue from our construction operations is derived from contracts with customers for finish carpentry and related products and services, including millwork and cabinetry for general contractors, commercial developers, residential builders and homeowners, and government entities.

Revenues from Kyle’s decreased by $89,615, or 5.8%, to $1,459,511 for the three months ended June 30, 2026 from $1,549,126 for the three months ended June 30, 2025. Such a decrease was primarily attributable to the timing of new contract awards and the commencement of related performance obligations. Revenue from Kyle’s construction contracts is recognized over time as costs are incurred, and the volume of active contracts in the second quarter of 2026 reflects a temporary reduction in new project starts compared to the prior year period. Management expects revenue to recover as newly awarded contracts advance toward completion and additional contract awards are obtained.

ICD generated no revenues for the three months ended June 30, 2026, as compared to $33,971 for the three months ended June 30, 2025, as we continued the operational repositioning of ICD’s business following the closure of its warehouse facility in 2025. Management is evaluating strategic alternatives for ICD’s operations going forward.

Automotive Supplies Operations — Wolo

Revenue from our automotive supplies operations is derived from the sale of horn and safety warning lights for cars, trucks, industrial equipment, and emergency vehicles.

Revenues from Wolo decreased by $100,828, or 48.4%, to $107,619 for the three months ended June 30, 2026 from $208,447 for the three months ended June 30, 2025. The decrease in revenues reflects the continued transition of Wolo’s business model following the strategic repositioning undertaken during 2025, which included the transition to a third-party logistics model and a refocusing of commercial efforts on e-commerce growth channels. Revenue during the second quarter of 2026 reflects the early stages of this transition, as we continued to rebuild Wolo’s product availability and establish its presence across e-commerce platforms. While revenues remain significantly below prior year levels during this rebuilding period, management believes the operational changes implemented position Wolo for improved performance as its e-commerce channels mature and product availability increases.

Cost of Revenues and Gross Profit

Our total cost of revenues was $855,314 for the three months ended June 30, 2026, as compared to $1,085,942 for the three months ended June 30, 2025. Total gross profit increased to $711,816 for the three months ended June 30, 2026 from $705,602 for the three months ended June 30, 2025, as the decrease in cost of revenues outpaced the decrease in revenues. This was primarily due to the shift in Wolo’s revenue mix toward higher-margin direct-to-consumer e-commerce sales and the elimination of fixed fulfillment and warehousing costs from cost of revenues following the transition to a third-party logistics model, as well as a lower proportion of direct material and subcontractor costs relative to revenues at Kyle’s, each as discussed further below.

Construction Operations — Kyle’s and ICD

Cost of revenues from our construction operations primarily consists of direct materials, including doors, frames, trim, hardware, millwork, and cabinetry, direct labor and subcontractor costs, and other costs directly attributable to contract performance.

Cost of revenues for Kyle’s decreased by $70,576, or 7.8%, to $839,154 for the three months ended June 30, 2026 from $909,730 for the three months ended June 30, 2025, a decline that outpaced the 5.8% decrease in revenues. Accordingly, gross profit for Kyle’s decreased by $19,039, or 3.0%, to $620,357 for the three months ended June 30, 2026 from $639,396 for the three months ended June 30, 2025, while gross margin improved to 42.5% from 41.3%, primarily due to a lower proportion of direct material and subcontractor costs relative to contract revenues for the period. The improved gross margin percentage should be considered in the context of the lower revenue base for the period and may not be indicative of future results.

ICD generated no revenues during the three months ended June 30, 2026 and minimal revenues during the three months ended June 30, 2025.

Automotive Supplies Operations — Wolo

Cost of revenue from our automotive supplies operations primarily consists of the costs of purchased finished goods, inbound freight and tariff costs.

Cost of revenues for Wolo decreased by $158,329, or 90.7%, to $16,160 for the three months ended June 30, 2026 from $174,489 for the three months ended June 30, 2025. Despite the decrease in revenues, gross profit for Wolo increased by $57,501, or 169.3%, to $91,459 for the three months ended June 30, 2026 from $33,958 for the three months ended June 30, 2025. Gross margin for Wolo improved to 85.0% for the three months ended June 30, 2026 from 16.3% for the three months ended June 30, 2025, primarily due to a favorable shift in product and channel mix as Wolo transitions toward direct-to-consumer e-commerce sales, which carry higher margins relative to the wholesale and distributor channels that comprised a greater portion of revenues in the prior year period. Additionally, the transition to a third-party logistics model reduced certain fixed fulfillment and warehousing costs that were previously absorbed into cost of revenues. The improved gross margin percentage should be considered in the context of the significantly reduced revenue base and may not be indicative of future results as Wolo continues to rebuild its revenue base.

Personnel Costs

Personnel costs include employee salaries and bonuses, and related payroll taxes, as well as health insurance premiums, 401(k) contributions, and training costs. Our total personnel costs were $373,940 for the three months ended June 30, 2026, as compared to $443,568 for the three months ended June 30, 2025.

Construction Operations — Kyle’s and ICD

Personnel costs for Kyle’s remained relatively consistent at $311,119 for the three months ended June 30, 2026 compared to $308,289 for the three months ended June 30, 2025. As a percentage of revenues, personnel costs for Kyle’s were 21.3% and 19.9% for the three months ended June 30, 2026 and 2025, respectively.

ICD did not have any personnel costs for the three months ended June 30, 2026, as compared to $2,500 for the three months ended June 30, 2025. Such decrease was primarily due to the reduction in workforce resulting from the operational repositioning described above.

Automotive Supplies Operations — Wolo

Personnel costs for Wolo decreased by $81,546, or 75.6%, to $26,291 for the three months ended June 30, 2026 from $107,837 for the three months ended June 30, 2025. Such decrease was primarily due to the significant reduction in workforce in connection with the transition to a third-party logistics model. As a percentage of revenues, personnel costs for Wolo were 24.4% and 51.7% for the three months ended June 30, 2026 and 2025, respectively.

Corporate Services

Personnel costs for the corporate services segment were $36,530 for the three months ended June 30, 2026 compared to $24,942 for the three months ended June 30, 2025. Corporate personnel costs reflect corporate compensation costs, net of intercompany allocations to the operating subsidiaries, which eliminate in consolidation. Both periods reflect a net expense, as corporate compensation costs retained at the corporate level exceeded amounts allocated to the operating subsidiaries during the respective periods.

Depreciation and Amortization

Our total depreciation and amortization expense decreased by $16,776, or 13.2%, to $110,757 for the three months ended June 30, 2026 from $127,533 for the three months ended June 30, 2025. Such a decrease was primarily a result of disposals of property and equipment during 2025 resulting in a lower depreciable asset base in the current period.

General and Administrative Expenses

Our total general and administrative expenses increased by $12,399, or 2.2%, to $584,238 for the three months ended June 30, 2026, as compared to $571,839 for the three months ended June 30, 2025.Our general and administrative expenses consist primarily of insurance expense, rent expense, management fees, advertising, bank fees, bad debt expense, and other general expenses incurred in connection with general operations.

Construction Operations — Kyle’s and ICD

General and administrative expenses for Kyle’s decreased by $23,244, or 8.3%, to $256,240 for the three months ended June 30, 2026 from $279,484 for the three months ended June 30, 2025, a decrease broadly proportional to the decline in revenues. As a percentage of revenues, general and administrative expenses for Kyle’s were 17.6% and 18.0% for the three months ended June 30, 2026 and 2025, respectively.

General and administrative expenses for ICD decreased by $29,873, or 32.3%, to $62,500 for the three months ended June 30, 2026 from $92,373 for the three months ended June 30, 2025. Such a decrease was primarily due to reduced operating costs resulting from the abandonment of the warehouse facility and workforce reductions, partially offset by costs incurred in connection with the operational repositioning.

Automotive Supplies Operations — Wolo

General and administrative expenses for Wolo increased by $86,561, or 44.1%, to $282,722 for the three months ended June 30, 2026 from $196,161 for the three months ended June 30, 2025. Such an increase was primarily due to bad debt expense recognized during the three months ended June 30, 2026 related to receivables from Wolo’s legacy wholesale and distributor customers, as well as increased software and information technology costs associated with the build-out of Wolo’s e-commerce platform, partially offset by decreases in advertising, rent, and utilities costs following the exit of the warehouse facility and lower corporate shared services allocations. As a percentage of revenues, general and administrative expenses for Wolo were 262.7% and 94.1% for the three months ended June 30, 2026 and 2025, respectively.

Corporate Services

General and administrative expenses for the corporate services segment were $(17,224) for the three months ended June 30, 2026 compared to $3,821 for the three months ended June 30, 2025. The current period reflects a net credit balance resulting from allocations of corporate costs to operating subsidiaries exceeding total corporate overhead incurred during that period. The prior period reflects a net expense as the level of corporate overhead retained at the corporate level exceeded amounts allocated to operating subsidiaries during the three months ended June 30, 2025.

Professional Fees

Our total professional fees were $101,407 for the three months ended June 30, 2026, as compared to $507,926 for the three months ended June 30, 2025.

Construction Operations — Kyle’s and ICD

Kyle’s did not have any professional fees for the three months ended June 30, 2026, as compared to $6,400 for the three months ended June 30, 2025.

ICD did not incur any professional fees for the three months ended June 30, 2026 and 2025.

Automotive Supplies Operations — Wolo

Professional fees for Wolo decreased by $7,895, or 59.5%, to $5,378 for the three months ended June 30, 2026 from $13,273 for the three months ended June 30, 2025. Such decrease was primarily due to reduced legal and consulting fees in connection with the operational repositioning undertaken during 2025, including costs associated with the warehouse lease termination and logistics transition that were incurred in the prior year period and did not recur. As a percentage of revenues, professional fees for Wolo were 5.0% and 6.4% for the three months ended June 30, 2026 and 2025, respectively.

Corporate Services

Professional fees for the corporate services segment decreased by $392,224, or 80.3%, to $96,029 for the three months ended June 30, 2026 from $488,253 for the three months ended June 30, 2025. Such a decrease was primarily due to a reduction in legal fees associated with outstanding litigation matters and lower audit, accounting, and other public company related fees in the current period.

Total Other Income (Expense)

We had $5,482,891 in total other expense, net, for the three months ended June 30, 2026, as compared to total other income, net of $22,031,532 for the three months ended June 30, 2025. Other expense, net, for the three months ended June 30, 2026 consisted of interest expense of $1,616,654, a loss on change in fair value of warrant liabilities of $3,136,100, amortization of debt discounts of $120,885, loss on extinguishment of debt of $589,723, and other expense of $19,529, while other income, net, for the three months ended June 30, 2025 consisted of a gain on change in fair value of warrant liabilities of $24,053,885 and a gain on change in fair value of derivative liabilities of $220,000, offset by a loss on extinguishment of debt of $708,218, interest expense of $1,058,597, amortization of debt discounts of $472,680, and a loss on disposal of property and equipment of $2,858.

Income Tax Benefit (Provision)

We had an income tax provision of $4,000 for the three months ended June 30, 2026, as compared to an income tax benefit of $81,000 for the three months ended June 30, 2025.

Net Income (Loss) from Continuing Operations

As a result of the cumulative effect of the factors described above, we had a net loss from continuing operations of $5,945,417 for the three months ended June 30, 2026, as compared to net income from continuing operations of $21,054,563 for the three months ended June 30, 2025.

Comparison of the Six Months Ended June 30, 2026 and 2025

The following tables present key components of our results of continuing operations during the six months ended June 30, 2026 and 2025, both in dollars and as a percentage of our revenues.

	Six Months Ended June 30,
	2026						2025
	Amount			% of Revenues			Amount			% of Revenues
Revenues	$	2,735,538			100.0	%	$	4,562,335			100.0	%
Operating expenses
Cost of revenues		1,608,751			58.8	%		2,626,288			57.6	%
Personnel		653,079			23.9	%		837,928			18.4	%
Depreciation and amortization		225,454			8.2	%		256,863			5.6	%
General and administrative		1,042,484			38.1	%		1,249,794			27.4	%
Professional fees		463,499			16.9	%		1,951,626			42.8	%
Loss on abandonment of right-of-use asset		–			–			112,705			2.5	%
Total operating expenses		3,993,267			146.0	%		7,035,204			154.2	%
Loss from operations		(1,257,729	)		(46.0	)%		(2,472,869	)		(54.2	)%
Other income (expense)
Other expense		(30,848	)		(1.1	)%		–			–
Gain on disposal of property and equipment		–			–			50,696			1.1	%
Interest expense		(3,286,486	)		(120.1	)%		(2,288,103	)		(50.2	)%
Amortization of debt discounts		(280,180	)		(10.2	)%		(937,730	)		(20.6	)%
Loss on extinguishment of debt		(589,723	)		(21.6	)%		(3,009,416	)		(66.0	)%
Gain on change in fair value of derivative liabilities		–			–			185,000			4.1	%
Gain (loss) on change in fair value of warrant liabilities		(4,406,400	)		(161.1	)%		27,723,683			607.7	%
Total other income (expense)		(8,593,637	)		(314.1	)%		21,724,130			476.2	%
Income (loss) from continuing operations before income taxes		(9,851,366	)		(360.1	)%		19,251,261			422.0	%
Income tax benefit		58,000			2.1	%		175,000			3.8	%
Net income (loss) from continuing operations	$	(9,793,366	)		(358.0	)%	$	19,426,261			425.8	%

Revenues

Our total revenues were $2,735,538 for the six months ended June 30, 2026, as compared to $4,562,335 for the six months ended June 30, 2025. The following tables present our revenues by segment for the six months ended June 30, 2026 and 2025:

	Six Months Ended June 30, 2026
	Kyle’s		ICD		Wolo		Total
Revenues
Cabinetry and millwork	$	2,561,041	$	–	$	–	$	2,561,041
Automotive horns		–		–		154,985		154,985
Automotive lighting		–		–		19,512		19,512
Total revenues	$	2,561,041	$	–	$	174,497	$	2,735,538

	Six Months Ended June 30, 2025
	Kyle’s		ICD		Wolo		Total
Revenues
Cabinetry and millwork	$	3,411,478	$	33,971	$	–	$	3,445,449
Automotive horns		–		–		911,658		911,658
Automotive lighting		–		–		205,228		205,228
Total revenues	$	3,411,478	$	33,971	$	1,116,886	$	4,562,335

Construction Operations — Kyle’s and ICD

Revenues from Kyle’s decreased by $850,437, or 24.9%, to $2,561,041 for the six months ended June 30, 2026 from $3,411,478 for the six months ended June 30, 2025. Such a decrease was primarily attributable to the timing of new contract awards and the commencement of related performance obligations. Revenue from Kyle’s construction contracts is recognized over time as costs are incurred, and the volume of active contracts in the first half of 2026 reflects a temporary reduction in new project starts compared to the prior year period. Management expects revenue to recover as newly awarded contracts advance toward completion and additional contract awards are obtained.

ICD generated no revenues for the six months ended June 30, 2026, as compared to $33,971 for the six months ended June 30, 2025, as we continued the operational repositioning of ICD’s business following the closure of its warehouse facility in 2025. Management is evaluating strategic alternatives for ICD’s operations going forward.

Automotive Supplies Operations — Wolo

Revenues from Wolo decreased by $942,389, or 84.4%, to $174,497 for the six months ended June 30, 2026 from $1,116,886 for the six months ended June 30, 2025. The decrease in revenues reflects the continued transition of Wolo’s business model following the strategic repositioning undertaken during 2025, which included the transition to a third-party logistics model and a refocusing of commercial efforts on e-commerce growth channels. Revenue during the first half of 2026 reflects the early stages of this transition, as we continued to rebuild Wolo’s product availability and establish its presence across e-commerce platforms. While revenues remain significantly below prior year levels during this rebuilding period, management believes the operational changes implemented position Wolo for improved performance as its e-commerce channels mature and product availability increases.

Cost of Revenues and Gross Profit

Our total cost of revenues was $1,608,751 for the six months ended June 30, 2026, as compared to $2,626,288 for the six months ended June 30, 2025. Accordingly, our total gross profit was $1,126,787 for the six months ended June 30, 2026, as compared to $1,936,047 for the six months ended June 30, 2025.

Construction Operations — Kyle’s and ICD

Cost of revenues for Kyle’s decreased by $323,411, or 17.1%, to $1,562,474 for the six months ended June 30, 2026 from $1,885,885 for the six months ended June 30, 2025. Accordingly, gross profit for Kyle’s decreased by $527,026, or 34.5%, to $998,567 for the six months ended June 30, 2026 from $1,525,593 for the six months ended June 30, 2025. Gross margin for Kyle’s declined to 39.0% for the six months ended June 30, 2026 from 44.7% for the six months ended June 30, 2025, reflecting the impact of fixed and semi-fixed direct costs being absorbed over a significantly lower revenue base during the period. As active contract volume declined due to the timing of new contract awards, certain direct labor and overhead costs could not be proportionally reduced, resulting in margin compression. Management expects gross margins to recover as new contract awards are obtained and revenue volumes return to normalized levels.

ICD generated no revenues during the six months ended June 30, 2026 and minimal revenues during the six months ended June 30, 2025.

Automotive Supplies Operations — Wolo

Cost of revenues for Wolo decreased by $692,403, or 93.7%, to $46,277 for the six months ended June 30, 2026 from $738,680 for the six months ended June 30, 2025. Accordingly, gross profit for Wolo decreased by $249,986, or 66.1%, to $128,220 for the six months ended June 30, 2026 from $378,206 for the six months ended June 30, 2025. Gross margin for Wolo improved to 73.5% for the six months ended June 30, 2026 from 33.9% for the six months ended June 30, 2025, primarily due to a favorable shift in product and channel mix as Wolo transitions toward direct-to-consumer e-commerce sales, which carry higher margins relative to the wholesale and distributor channels that comprised a greater portion of revenues in the prior year period. Additionally, the transition to a third-party logistics model reduced certain fixed fulfillment and warehousing costs that were previously absorbed into cost of revenues. The improved gross margin percentage should be considered in the context of the significantly reduced revenue base and may not be indicative of future results as Wolo continues to rebuild its revenue base.

Personnel Costs

Our total personnel costs were $653,079 for the six months ended June 30, 2026, as compared to $837,928 for the six months ended June 30, 2025.

Construction Operations — Kyle’s and ICD

Personnel costs for Kyle’s increased by $38,773, or 6.6%, to $629,669 for the six months ended June 30, 2026 from $590,896 for the six months ended June 30, 2025. Such increase was primarily due to additional headcount added during 2025 in anticipation of new contract awards and the associated revenue ramp up expected in subsequent periods. As a percentage of revenues, personnel costs for Kyle’s were 24.6% and 17.3% for the six months ended June 30, 2026 and 2025, respectively.

ICD did not have any personnel costs for the six months ended June 30, 2026, as compared to $63,406 for the six months ended June 30, 2025. Such decrease was primarily due to the reduction in workforce resulting from the operational repositioning described above.

Automotive Supplies Operations — Wolo

Personnel costs for Wolo decreased by $217,951, or 79.5%, to $56,155 for the six months ended June 30, 2026 from $274,106 for the six months ended June 30, 2025. Such decrease was primarily due to the significant reduction in workforce in connection with the transition to a third-party logistics model. As a percentage of revenues, personnel costs for Wolo were 32.2% and 24.5% for the six months ended June 30, 2026 and 2025, respectively.

Corporate Services

Personnel costs for the corporate services segment were $(32,745) for the six months ended June 30, 2026, as compared to $(90,480) for the six months ended June 30, 2025. Corporate personnel costs reflect intercompany allocations of corporate compensation costs to the operating subsidiaries, which eliminate in consolidation, resulting in net credit balances for the six months ended June 30, 2026 and 2025.

Depreciation and Amortization

Our total depreciation and amortization expense decreased by $31,409, or 12.2%, to $225,454 for the six months ended June 30, 2026 from $256,863 for the six months ended June 30, 2025. Such a decrease was primarily a result of disposals of property and equipment during 2025 resulting in a lower depreciable asset base in the current period.

General and Administrative Expenses

Our total general and administrative expenses were $1,042,484 for the six months ended June 30, 2026, as compared to $1,249,794 for the six months ended June 30, 2025.

Construction Operations — Kyle’s and ICD

General and administrative expenses for Kyle’s decreased by $23,368, or 4.2%, to $531,275 for the six months ended June 30, 2026 from $554,643 for the six months ended June 30, 2025, remaining essentially flat period over period. As a percentage of revenues, general and administrative expenses for Kyle’s were 20.7% and 16.3% for the six months ended June 30, 2026 and 2025, respectively.

General and administrative expenses for ICD decreased by $210,440, or 62.7%, to $125,059 for the six months ended June 30, 2026 from $335,499 for the six months ended June 30, 2025. Such a decrease was primarily due to reduced operating costs resulting from the abandonment of the warehouse facility and workforce reductions, partially offset by costs incurred in connection with the operational repositioning.

Automotive Supplies Operations — Wolo

General and administrative expenses for Wolo decreased by $36,924, or 8.6%, to $394,523 for the six months ended June 30, 2026 from $431,447 for the six months ended June 30, 2025. Such a decrease was primarily due to reduced operating costs in connection with the operational repositioning, including the termination of the warehouse lease and the transition to a third-party logistics model, partially offset by bad debt expense recognized during the second quarter of 2026. As a percentage of revenues, general and administrative expenses for Wolo were 226.1% and 38.6% for the six months ended June 30, 2026 and 2025, respectively.

Corporate Services

General and administrative expenses for the corporate services segment were $(8,373) for the six months ended June 30, 2026 compared to $(71,795) for the six months ended June 30, 2025. Corporate general and administrative expenses reflect intercompany allocations of corporate overhead costs to the operating subsidiaries, which eliminate in consolidation. Both periods reflect net credit balances resulting from allocations of corporate costs to operating subsidiaries exceeding total corporate overhead incurred during the respective periods.

Professional Fees

Our total professional fees were $463,499 for the six months ended June 30, 2026, as compared to $1,951,626 for the six months ended June 30, 2025.

Construction Operations — Kyle’s and ICD

Kyle’s did not have any professional fees for the six months ended June 30, 2026, as compared to $6,400 for the six months ended June 30, 2025.

ICD did not incur any professional fees for the six months ended June 30, 2026, as compared to $3,518 for the six months ended June 30, 2025. Such a decrease was primarily due to a reduction in legal and consulting fees in connection with the operational repositioning and workforce reductions undertaken during 2025.

Automotive Supplies Operations — Wolo

Professional fees for Wolo decreased by $25,925, or 67.5%, to $12,465 for the six months ended June 30, 2026 from $38,390 for the six months ended June 30, 2025. Such decrease was primarily due to reduced legal and consulting fees in connection with the operational repositioning undertaken during 2025, including costs associated with the warehouse lease termination and logistics transition that were incurred in the prior year period and did not recur. As a percentage of revenues, professional fees for Wolo were 7.1% and 3.4% for the six months ended June 30, 2026 and 2025, respectively.

Corporate Services

Professional fees for the corporate services segment decreased by $1,452,284, or 76.3%, to $451,034 for the six months ended June 30, 2026 from $1,903,318 for the six months ended June 30, 2025. Such a decrease was primarily due to a reduction in legal fees associated with outstanding litigation matters and lower audit and accounting fees in the current period. The prior period reflected elevated professional fees following the acquisition of CMD in December 2024, which did not recur at the same level in the current period.

Total Other Income (Expense)

We had $8,593,637 in total other expense, net, for the six months ended June 30, 2026, as compared to total other income, net of $21,724,130 for the six months ended June 30, 2025. Other expense, net, for the six months ended June 30, 2026 consisted of interest expense of $3,286,486, a loss on change in fair value of warrant liabilities of $4,406,400, amortization of debt discounts of $280,180, loss on extinguishment of debt of $589,723, and other expense of $30,848, while other income, net, for the six months ended June 30, 2025 consisted of a gain on change in fair value of warrant liabilities of $27,723,683, a gain on change in fair value of derivative liabilities of $185,000, and a gain on disposal of property and equipment of $50,696, partially offset by a loss on extinguishment of debt of $3,009,416, interest expense of $2,288,103, and amortization of debt discounts of $937,730.

Income Tax Benefit

We had an income tax benefit of $58,000 for the six months ended June 30, 2026, as compared to $175,000 for the six months ended June 30, 2025.

Net Income (Loss) from Continuing Operations

As a result of the cumulative effect of the factors described above, we had a net loss from continuing operations of $9,793,366 for the six months ended June 30, 2026, as compared to net income from continuing operations of $19,426,261 for the six months ended June 30, 2025.

Liquidity and Capital Resources

As of June 30, 2026, we had cash and cash equivalents of $442,279, an accumulated deficit of $119,923,707, and a working capital deficit of $41,437,625. For the six months ended June 30, 2026, we incurred an operating loss from continuing operations of $1,257,729 and generated net cash from operating activities of $712,366. To date, we have financed our operations primarily through revenue generated from operations, cash proceeds from financing activities, borrowings, and equity contributions by our shareholders.

Notwithstanding current period positive operating cash flows, we do not expect to have sufficient cash and other liquid resources to meet our obligations as they become due over the next twelve months, primarily due to the magnitude of our current liabilities and significant near-term debt maturities. These conditions, considered in the aggregate, raise substantial doubt about our company’s ability to continue as a going concern within one year after the date our condensed consolidated financial statements are issued.

Management plans to address these conditions by securing additional capital through debt and equity financing, including potential public and private offerings of our securities, evaluating opportunities to refinance or extend the maturity of existing debt obligations, implementing reductions in discretionary operating expenditures to the extent practicable, exploring strategic alternatives with respect to our operating subsidiaries to reduce debt obligations, and actively pursuing the sale of CMD. We are currently evaluating multiple non-binding offers from prospective buyers, none of which is subject to exclusivity. If a sale is consummated, the proceeds would be expected to be sufficient to repay a significant portion of our outstanding debt obligations. However, there can be no assurance that a definitive agreement will be reached or that any transaction will be completed on terms acceptable to us or at all. Management has evaluated whether it is probable that these plans would be effectively implemented and, if so, whether they would mitigate the relevant conditions or events that raise substantial doubt within the next twelve months. Because these plans are subject to market conditions and reliance on third parties, and because there is no assurance that we will be able to raise capital on acceptable terms or at all, management has concluded that substantial doubt about our company’s ability to continue as a going concern has not been alleviated as of the date our condensed consolidated financial statements are issued.

Our condensed consolidated financial statements have been prepared assuming our company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. Our condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of assets and their carrying amounts, or the amounts and classification of liabilities that might result should we be unable to continue as a going concern. If we are unable to obtain adequate capital, we could be forced to cease or curtail our operations.

We also believe additional funds are required to execute our business plan and our strategy of acquiring additional businesses. The funds required to execute our business plan will depend on the size, capital structure and purchase price consideration that the seller of a target business deems acceptable in a given transaction. The amount of funds needed to execute our business plan also depends on what portion of the purchase price of a target business the seller of that business is willing to take in the form of seller notes or our equity or equity in one of our subsidiaries. We will seek growth as funds become available from cash flow, borrowings, additional capital raised privately or publicly, or seller retained financing.

Our primary use of funds will be for future acquisitions, public company expenses including regular distributions to our shareholders, investments in future acquisitions, payments to our manager pursuant to the management services agreement, potential payment of profit allocation to our manager and potential put price to our manager in respect of the allocation shares it owns. The management fee, expenses, potential profit allocation and potential put price are paid before distributions to shareholders and may be significant and exceed the funds we hold, which may require us to dispose of assets or incur debt to fund such expenditures. See Item 1. “Business—Our Manager” included in the Annual Report for more information concerning the management fee, the profit allocation and put price.

The amount of management fee paid to our manager by us is reduced by the aggregate amount of any offsetting management fees, if any, received by our manager from any of our businesses. As a result, the management fee paid to our manager may fluctuate from quarter to quarter. The amount of management fee paid to our manager may represent a significant cash obligation. In this respect, the payment of the management fee will reduce the amount of cash available for distribution to shareholders.

Our manager, as holder of 100% of our allocation shares, is entitled to receive a twenty percent (20%) profit allocation as a form of preferred equity distribution, subject to an annual hurdle rate of eight percent (8%), as follows. Upon the sale of a subsidiary, our manager will be paid a profit allocation if the sum of (i) the excess of the gain on the sale of such subsidiary over a high-water mark plus (ii) the subsidiary’s net income since its acquisition by us exceeds the 8% hurdle rate. The 8% hurdle rate is the product of (i) a 2% rate per quarter, multiplied by (ii) the number of quarters such subsidiary was held by us, multiplied by (iii) the subsidiary’s average share (determined based on gross assets, generally) of our consolidated net equity (determined according to U.S. generally accepted accounting principles, or GAAP, with certain adjustments). In certain circumstances, after a subsidiary has been held for at least 5 years, our manager may also trigger a profit allocation with respect to such subsidiary (determined based solely on the subsidiary’s net income since its acquisition). The amount of profit allocation may represent a significant cash payment and is senior in right to payments of distributions to our shareholders. Therefore, the amount of profit allocation paid, when paid, will reduce the amount of cash available to us for our operating and investing activities, including future acquisitions. See Item 1. “Business—Our Manager—Our Manager as an Equity Holder—Manager’s Profit Allocation” included in the Annual Report for more information on the calculation of the profit allocation.

Our operating agreement also contains a supplemental put provision, which gives our manager the right, subject to certain conditions, to cause us to purchase the allocation shares then owned by our manager upon termination of the management services agreement. The amount of put price under the supplemental put provision is determined by assuming all of our subsidiaries are sold at that time for their fair market value and then calculating the amount of profit allocation would be payable in such a case. If the management services agreement is terminated for any reason other than our manager’s resignation, the payment to our manager could be as much as twice the amount of such hypothetical profit allocation. As is the case with profit allocation, the calculation of the put price is complex and based on many factors that cannot be predicted with any certainty at this time. See Item 1. “Business—Our Manager—Our Manager as an Equity Holder—Supplemental Put Provision” included in the Annual Report for more information on the calculation of the put price. The put price obligation, if our manager exercises its put right, will represent a significant cash payment and is senior in right to payments of distributions to our shareholders. Therefore, the amount of put price will reduce the amount of cash available to us for our operating and investing activities, including future acquisitions.

Summary of Cash Flow

The following table provides detailed information about our net cash flows from continuing operations for the periods indicated:

	Six Months Ended June 30,
	2026			2025
Net cash provided by operating activities from continuing operations	$	712,366		$	604,364
Net cash provided by (used in) investing activities from continuing operations		99,000			(798,735	)
Net cash used in financing activities from continuing operations		(632,778	)		(1,311,196	)
Net change in cash and cash equivalents from continuing operations		178,588			(1,505,567	)
Cash, cash equivalents, and restricted cash at the beginning of period		263,691			2,162,412
Cash, cash equivalents, and restricted cash at the end of period	$	442,279		$	656,845

Net cash provided by operating activities from continuing operations was $712,366 for the six months ended June 30, 2026, as compared to $604,364 for the six months ended June 30, 2025. Net cash provided by operating activities from continuing operations for the six months ended June 30, 2026 was primarily attributable to an increase in accounts payable and accrued expenses, partially offset by the net loss from continuing operations, net of non-cash charges, and increases in accounts receivable, inventories, and prepaid expenses.

Net cash provided by investing activities from continuing operations was $99,000 for the six months ended June 30, 2026, as compared to net cash used in investing activities of $798,735 for the six months ended June 30, 2025. The net cash provided by investing activities from continuing operations for six months ended June 30, 2026 consisted entirely of proceeds received in connection with the resolution of post-closing adjustments under the High Mountain purchase agreement, while the net cash used in investing activities from continuing operations for the six months ended June 30, 2025 consisted of a reduction of the High Mountain Holdback Amount of $858,039 and purchases of property and equipment of $8,196, offset by proceeds received from the disposal of property and equipment of $67,500.

Net cash used in financing activities from continuing operations was $632,778 for the six months ended June 30, 2026, as compared to $1,311,196 for the six months ended June 30, 2025. The net cash used in financing activities from continuing operations for the six months ended June 30, 2026 consisted of repayments of notes payable and finance lease liabilities of $1,398,496 and repayments of related party notes payable of $261,282, partially offset by proceeds from the purchase and sale of future revenues loan of $1,027,000, while the net cash used in financing activities from continuing operations for the six months ended June 30, 2025 consisted of repayments of notes payable and finance lease liabilities of $1,776,846, offset by proceeds from notes payable of $465,650.

Debt

The following table shows aggregate figures for our total debt that is coming due in the short and long term as of June 30, 2026. For a complete description of the terms of our outstanding debt, please see Note 10—Notes Payable to our condensed consolidated financial statements above and Notes 14—Notes Payable, 15—Convertible Notes Payable and 16—Related Parties to our consolidated financial statements for the years ended December 31, 2025 and 2024 included in the Annual Report.

	Short-Term			Long-Term		Total Debt
Notes Payable
6% Subordinated promissory note	$	500,000		$	–	$	500,000
Purchase and sale of future revenues loan		1,620,000			–		1,620,000
20% OID subordinated promissory note		3,070,894			–		3,070,894
12% subordinated promissory note for services		840,000			–		840,000
25% OID subordinated promissory note		1,455,600			–		1,455,600
Total notes payable		7,486,494			–		7,486,494
Less: debt discounts		(420,000	)		–		(420,000	)
Total notes payable, net		7,066,494			–		7,066,494

Related Party Notes Payable
Related party promissory note		1,004,044			–		1,004,044

Convertible Notes Payable
Secured convertible promissory notes		22,751,184			–		22,751,184

Finance Leases
Financing leases		197,960			130,329		328,289

Combined total debt	$	31,439,682		$	130,329	$	31,570,011
Less: combined debt discounts		(420,000	)		–		(420,000	)
Combined total debt, net	$	31,019,682		$	130,329	$	31,150,011

Contractual Obligations

Our principal commitments consist mostly of obligations under the loans described above and other contractual commitments described below.

We have engaged our manager to manage our day-to-day operations and affairs. Our relationship with our manager will be governed principally by the following agreements:

●

the management services agreement and offsetting management services agreements relating to the management services our manager will perform for us and the businesses we own and the management fee to be paid to our manager in respect thereof; and

●

our operating agreement setting forth our manager’s rights with respect to the allocation shares it owns, including the right to receive profit allocations from us, and the supplemental put provision relating to our manager’s right to cause us to purchase the allocation shares it owns.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

Critical Accounting Policies and Estimates

The preparation of the unaudited condensed consolidated financial statements requires our management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On a regular basis, we evaluate these estimates. These estimates are based on management’s historical industry experience and on various other assumptions that are believed to be reasonable under the circumstances. Actual results may differ from these estimates.

For a description of the accounting policies that, in management’s opinion, involve the most significant application of judgment or involve complex estimation and which could, if different judgment or estimates were made, materially affect our reported financial position, results of operations, or cash flows, see Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Critical Accounting Policies” in the Annual Report.

ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Not applicable.

ITEM 4.

CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of management, including our chief executive officer and chief financial officer, we conducted an evaluation of the effectiveness of our disclosure controls and procedures as of June 30, 2026, as such term is defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended, or the Exchange Act. As a result of this evaluation, our chief executive officer and chief financial officer have concluded that, because of the material weaknesses described in Item 9A “Controls and Procedures” of the Annual Report, which we are still in the process of remediating as of June 30, 2026, our disclosure controls and procedures were not effective as of June 30, 2026. Investors are directed to Item 9A of the Annual Report for the description of these weaknesses. Notwithstanding the identified material weaknesses, management, including our chief executive officer and chief financial officer, believes the consolidated financial statements included in this report fairly represent, in all material respects, our financial condition, results of operations and cash flows as of and for the periods presented in accordance with GAAP.

Disclosure controls and procedures are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure

Changes in Internal Control Over Financial Reporting

Other than the remedial changes described below, there were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the period covered by this report that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.

We regularly review our system of internal control over financial reporting and make changes to our processes and systems to improve controls and increase efficiency, while ensuring that we maintain an effective internal control environment. Changes may include such activities as implementing new, more efficient systems, consolidating activities, and migrating processes.

As disclosed in the Annual Report, our management has identified the steps necessary to address the material weaknesses, and in the second quarter of 2026, we continued to implement the following remedial procedures:

●

increasing personnel resources and technical accounting expertise within the accounting function (until we have sufficient technical accounting resources, we have engaged external consultants to provide support and to assist us in our evaluation of more complex applications of GAAP);

●

engaging internal control consultants to assist us in performing a financial reporting risk assessment as well as identifying and designing our system of internal controls necessary to mitigate the risks identified; and

●

preparation of written documentation of our internal control policies and procedures.

We continue to enhance corporate oversight over process-level controls and structures to ensure that there is an appropriate assignment of authority, responsibility, and accountability to enable remediation of our material weaknesses. While management believes that the steps that we have taken and plan to take will be sufficient to remediate the identified material weaknesses and improve the overall system of internal control over financial reporting, the material weaknesses cannot be considered remediated until the applicable relevant controls operate for a sufficient period of time. As we continue to evaluate, and work to improve, our internal control over financial reporting, management may determine that additional measures to address control deficiencies or modifications to the remediation plan are necessary.

PART II

OTHER INFORMATION

ITEM 1.

LEGAL PROCEEDINGS.

From time to time, we may become involved in various lawsuits and legal proceedings, which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these, or other matters, may arise from time to time that may harm our business. Except as set forth below, we are currently not aware of any such legal proceedings or claims that we believe will have a material adverse effect on our business, financial condition or operating results.

On September 4, 2025, Alpha Capital Anstalt, or Alpha Capital, filed a complaint in the Supreme Court of the State of New York, County of New York against our company, in an action captioned Alpha Capital Anstalt v. 1847 HOLDINGS LLC, Index No. 655245/2025. The complaint asserts a claim for breach of contract against our company based on its alleged breach of a securities purchase agreement it entered into with Alpha Capital on December 14, 2024, or the SPA. Alpha Capital alleges that we breached the implied covenant of good faith and fair dealing and Section 4.10 in the SPA by failing to take steps to have our common shares listed on another trading market after it was delisted from NYSE American. Alpha Capital alleges that, as a result of our alleged failure in that regard, it has not been able to sell or exercise the securities it acquired under the SPA and in a subsequent transaction. Alpha Capital seeks damages of at least $2 million plus its attorney’s fees, costs, and pre- and post-judgment interest and, alternatively, an order requiring us to get our common shares listed on a trading market. On October 8, 2025, we filed an answer to the complaint denying the material allegations in the complaint and asserting several affirmative defenses. We amended our answer on April 2, 2026, and the amended answer includes a demand for our costs and attorney’s fees incurred in defending the action pursuant to the provision in SPA providing that the prevailing party in litigation is to be awarded its fees and costs from the other party. On January 22, 2026, the court held a Preliminary Conference and set September 18, 2026 as the deadline for Alpha Capital to file a note of issue/certificate of readiness, and the court will thereafter set a trial date. Discovery commenced on February 27, 2026 and is ongoing. We believe we have meritorious defenses to Alpha Capital’s claims, including because our common shares commenced trading on the OTCID market on October 15, 2025. Our company intends to vigorously defend itself against Alpha Capital’s claims. Due to this litigation being at an early stage, we cannot reasonably estimate at this time the potential loss or range of loss, if any, in the event of an adverse outcome in this matter. It is possible an adverse outcome could materially adversely affect our financial condition, results of operations, and cash flows. No accrual has been recorded with respect to this legal matter.

ITEM 1A. RISK FACTORS.

Not applicable.

ITEM 2.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

We have not sold any equity securities during the three months ended June 30, 2026 that were not previously disclosed in a current report on Form 8-K that was filed during the quarter.

We did not repurchase any of our common shares during the three months ended June 30, 2026.

ITEM 3.

DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4.

MINE SAFETY DISCLOSURES.

Not applicable.

ITEM 5.

OTHER INFORMATION.

We have no information to disclose that was required to be disclosed in a report on Form 8-K during the three months ended June 30, 2026 but was not reported.

There have been no material changes to the procedures by which shareholders may recommend nominees to our board of directors since such procedures were last disclosed.

None of our directors or executive officers adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K) during the three months ended June 30, 2026.

Board Resignation and Appointment

The following information is being provided in lieu of filing a Current Report on Form 8-K under Item 5.02:

Mr. Paul Froning resigned from the Company’s Board of Directors, effective automatically upon the filing with the SEC of this Form 10-Q for the quarter ended June 30, 2026. Mr. Froning also served as the chair of the Audit Committee of the Board until his resignation became effective. Mr. Froning’s resignation was not due to any disagreement with the Company on any matter relating to its operations, policies (including accounting or financial policies) or practices.

The Board appointed Mr. Robert Barry, a member of the Board of Directors, to replace Mr. Froning as a member and the chair of the Audit Committee, effective upon Mr. Froning’s resignation. The Board determined that Mr. Barry is an “audit committee financial expert” as defined by applicable SEC rules.

ITEM 6.

EXHIBITS.

Exhibit No.		Description of Exhibit
3.1		Certificate of Formation of 1847 Holdings LLC (incorporated by reference to Exhibit 3.1 to the Registration Statement on Form S-1 filed on February 7, 2014)
3.2		Second Amended and Restated Operating Agreement of 1847 Holdings LLC, dated January 19, 2018 (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed on January 22, 2018)
3.3		Amendment No. 1 to Second Amended and Restated Operating Agreement (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed on August 11, 2021)
3.4		Amendment No. 2 to Second Amended and Restated Operating Agreement of 1847 Holdings LLC, dated October 16, 2023 (incorporated by reference to Exhibit 3.3 to the Current Report on Form 8-K filed on October 16, 2023)
3.5		Amendment No. 3 to Second Amended and Restated Operating Agreement of 1847 Holdings LLC, dated December 19, 2023 (incorporated by reference to Exhibit 3.5 to the Registration Statement on Form S-1 filed on January 24, 2024)
3.6		Amendment No. 4 to Second Amended and Restated Operating Agreement of 1847 Holdings LLC, dated March 11, 2025 (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed on March 17, 2025)
4.1		Amended and Restated Share Designation of Series A Senior Convertible Preferred Shares (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed on April 1, 2021)
4.2		Amendment No. 1 to Amended and Restated Share Designation of Series A Senior Convertible Preferred Shares (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed on October 5, 2021)
4.3		Share Designation of Series C Senior Convertible Preferred Shares (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed on August 23, 2024)

4.4		Share Designation of Series D Senior Convertible Preferred Shares (incorporated by reference to Exhibit 4.3 to the Quarterly Report on Form 10-Q filed on August 19, 2024)
4.5		Share Designation of Series F Convertible Preferred Shares (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed on March 31, 2025)
4.6		Form of Pre-Funded Warrant to Purchase Common Shares, dated December 16, 2024 (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed on December 18, 2024)
4.7		Form of Series A Warrant to Purchase Common Shares, dated December 16, 2024 (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed on December 18, 2024)
4.8		Form of Series B Warrant to Purchase Common Shares, dated December 16, 2024 (incorporated by reference to Exhibit 4.3 to the Current Report on Form 8-K filed on December 18, 2024)
4.9		Form of Series B Warrant to Purchase Common Shares, dated October 30, 2024 (incorporated by reference to Exhibit 4.3 to the Current Report on Form 8-K filed on October 31, 2024)
4.10		Form of Common Share Purchase Warrant issued by 1847 Holdings LLC on May 8, 2024 (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed on May 14, 2024)
4.11		Common Share Purchase Warrant issued by 1847 Holdings LLC to Spartan Capital Securities, LLC on May 8, 2024 (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed on May 14, 2024)
4.12		Warrant Agency Agreement, dated August 11, 2023, between 1847 Holdings LLC and VStock Transfer, LLC and Form of Warrant (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed on August 14, 2023)
4.13		Common Share Purchase Warrant issued by 1847 Holdings LLC to Spartan Capital Securities, LLC on August 11, 2023 (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed on August 14, 2023)
4.14		Common Share Purchase Warrant issued by 1847 Holdings LLC to J.H. Darbie & Co., Inc. on February 22, 2023 (incorporated by reference to Exhibit 4.6 to Amendment No. 1 to Registration Statement on Form S-3 filed on April 28, 2023)
4.15		Common Share Purchase Warrant issued by 1847 Holdings LLC to J.H. Darbie & Co., Inc. on February 9, 2023 (incorporated by reference to Exhibit 4.10 to Amendment No. 1 to Registration Statement on Form S-3 filed on April 28, 2023)
4.16		Common Share Purchase Warrant issued by 1847 Holdings LLC to J.H. Darbie & Co., Inc. on February 3, 2023 (incorporated by reference to Exhibit 4.13 to Amendment No. 1 to Registration Statement on Form S-3 filed on April 28, 2023)
4.17		Common Share Purchase Warrant issued to Craft Capital Management LLC on August 5, 2022 (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed on August 8, 2022)
4.18		Common Share Purchase Warrant issued to R.F. Lafferty & Co. Inc. on August 5, 2022 (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed on August 8, 2022)
4.19		Warrant for Common Shares issued by 1847 Holdings LLC to J.H. Darbie & Co., Inc. on July 8, 2022 (incorporated by reference to Exhibit 4.18 to the Registration Statement on Form S-3 filed on February 1, 2023)
4.20		Warrant for Common Shares issued by 1847 Holdings LLC to Leonite Capital LLC on October 8, 2021 (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed on October 13, 2021)
10.1*		Note Extension Agreement, dated June 18, 2026, between 1847 Holdings and Target Capital 15 LLC
31.1*		Certifications of Principal Executive Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*		Certifications of Principal Financial and Accounting Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1**		Certifications of Principal Executive Officer furnished pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2**		Certifications of Principal Financial and Accounting Officer furnished pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101*		Inline XBRL Document Set for the unaudited condensed consolidated financial statements and accompanying notes included in this Quarterly Report on Form 10-Q
104*		Inline XBRL for the cover page of this Quarterly Report on Form 10-Q, included in the Exhibit 101 Inline XBRL Document Set

Filed herewith

Furnished herewith

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 thereunto duly authorized.

Date: August 14, 2026	1847 HOLDINGS LLC

	/s/ Ellery W. Roberts
	Name: Ellery W. Roberts
	Title: Chief Executive Officer
	(Principal Executive Officer)

	/s/ Vernice L. Howard
	Name: Vernice L. Howard
	Title: Chief Financial Officer
	(Principal Financial and Accounting Officer)