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    MDB Capital Holdings LLC filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits

    6/2/25 5:05:19 PM ET
    $MDBH
    Finance: Consumer Services
    Finance
    Get the next $MDBH alert in real time by email
    false 0001934642 0001934642 2025-06-02 2025-06-02 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

     

     

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

     

     

    FORM 8-K

     

    Current Report Pursuant to Section 13 or 15(d) of

    the Securities Exchange Act of 1934

    Date of Report (Date of earliest event reported):

     

    June 2, 2025

     

    MDB CAPITAL HOLDINGS, LLC

    (Exact name of registrant as specified in its charter)

     

    Delaware   001-41751   87-4366624
    (State or other jurisdiction
    of incorporation)
      (Commission
    File Number)
      (I.R.S. Employer
    Identification No.)

     

    14135 Midway Road, Suite G-150

    Addison, TX 75001

    (Address of principal executive offices and zip code)

     

    Registrant’s telephone number, including area code: (945) 262-9010

     

    Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

     

    ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
       
    ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
       
    ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
       
    ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

     

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

     

    Title of each class   Trading Symbol(s)   Name of each exchange on which registered
    Class A Common Shares, representing Limited Liability Interests   MDBH   Nasdaq Capital Market

     

    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

     

    Emerging growth company ☒

     

    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

     

     

     

     

     

     

    Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

     

    (b) On May 28, 2025, Matthew Hayden notified the Board of Directors of MDB Capital Holdings, LLC (the “Company”) of his intention to resign as a director of the Company, effective as of June 30, 2025. His resignation includes being a member of the Audit Committee.

     

    Mr. Hayden’s resignation was not the result of any disagreement with the Company, its management, or the Board of Directors on any matter relating to the Company’s operations, policies, or practices. Mr. Hayden was provided a copy of this Current Report and the opportunity to comment on the disclosure about his resignation.

     

    Item 9.01 — Financial Statements and Exhibits.

     

    (d) Exhibits

     

    Exhibit 99.1 Press Release of MDB Capital Holdings, LLC, issued June 2, 2025.
    Exhibit 104Cover Page Interactive Date File (embedded within the Inline XBRL document).

     

     

     

     

    SIGNATURES

     

    Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

     

    Date: June 2, 2025 MDB CAPITAL HOLDINGS, LLC
         
      By /s/ Jeremy W. James
        Jeremy W. James
        Chief Financial Officer

     

     

     

     

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