Armlogi Holding Corp. filed a definitive proxy statement on October 27, 2026, seeking stockholder votes on four proposals at its 2026 Annual Meeting scheduled for December 7, 2026, including approval of a share issuance to CEO Aidy Chou as compensation for past services.

Key Highlights

  • Annual Meeting date: December 7, 2026 at 1:00 PM Eastern Time, conducted as a fully virtual meeting.
  • Record date: October 23, 2026, at which time 2,840,226 shares of common stock were outstanding.
  • Fiscal year 2026 revenue: $185.8 million, a decrease of 2.4% compared to fiscal year 2025, according to the filing.
  • Net loss: $20.9 million, or $0.47 per basic and diluted share, for the fiscal year ended June 30, 2026, compared to a net loss of $15.3 million, or $0.37 per basic and diluted share, in fiscal year 2025.
  • Gross profit improved: The company reported gross profit of $0.4 million for fiscal year 2026, versus a gross loss of $3.0 million in fiscal year 2025, with gross margin moving to 0.2% from -1.6%.
  • General and administrative expenses: $22.0 million in fiscal year 2026, a 49.7% increase from $14.7 million in fiscal year 2025, primarily attributed to higher rental expenses for additional leased warehouse facilities.
  • Cash position: Cash and cash equivalents and restricted cash of $6.5 million at the end of fiscal year 2026, compared with $13.6 million at the end of fiscal year 2025.

Armlogi's Four Ballot Proposals and Fiscal Year 2026 Operating Results

Armlogi Holding Corp. (NASDAQ:BTOC), a logistics and warehousing services company headquartered in Walnut, California, filed its definitive proxy statement for the 2026 Annual Meeting. Stockholders of record as of October 23, 2026 are eligible to vote on four proposals. The Board recommends a "FOR" vote on all four items: electing five director nominees, ratifying ZH CPA, LLC as independent auditor for the fiscal year ending June 30, 2027, approving a 2026 Stock Incentive Plan, and approving a share issuance to Aidy Chou, the company's Chief Executive Officer, Director, and Chairman of the Board, as compensation for past services rendered.

According to the filing, Armlogi reported revenue of $185.8 million for fiscal year 2026, reflecting a 2.4% decline attributed primarily to lower overall demand, partially offset by growth in warehousing services. Costs of services fell by $8.0 million, or 4.1%, mainly due to lower freight costs, though those reductions were partially offset by higher rental, labor, and warehouse expenses tied to an expanded operational footprint. The filing states that the gross margin improvement to 0.2% from -1.6% in fiscal year 2025 primarily reflects the decrease in freight costs.

The filing also discloses that general and administrative expenses rose significantly to $22.0 million, with the increase attributed in part to leased warehouse facilities that "remained underutilized during the period." Net loss widened to $20.9 million from $15.3 million in fiscal year 2025, representing an increase of $5.6 million, or 36.6%. The company's cash and cash equivalents and restricted cash position declined from $13.6 million to $6.5 million over the same period. The Board noted a governance framework that includes a clawback policy, an insider trading policy, a code of ethics, and 60% board independence, with 100% independence among committee members and committee chairs.

What Was Disclosed

Armlogi Holding Corp. filed a definitive proxy statement for its December 7, 2026 Annual Meeting, disclosing four stockholder vote proposals and summarizing fiscal year 2026 financial results, including a net loss of $20.9 million and revenue of $185.8 million.