La Rosa Holdings CEO resigns; Nicholas Adler named CEO/CFO; Series F preferred, GPU lease, and settlements disclosed

La Rosa Holdings Corp.

Joseph La Rosa resigned as CEO and interim CFO effective Oct 1, 2026; Nicholas Adler, Chairman since Dec 2025, appointed CEO and interim CFO with $300,000 salary.
La Rosa becomes Director of Real Estate Operations under amended employment agreement ($200,000 salary) and continues as board member with $18,750 quarterly fee.
Exchange Agreement: holders swapped $1.5M principal of $11M note plus accrued interest and all 100 Series C, 500 Series D, 810 Series E preferred for 3,410 new Series F shares.
Settlement: 500 Series F issued for $5,688,263 of outstanding tokens; additional 5,500 Series F if trigger met. GPU contribution: 3,000 Series F for GPUs, plus 4,000 earnout.
Series F: 50,000 authorized, $1,000 stated value, 8.0% dividend, converts at initial $3.29/share; ranks senior to common. Master Lease: six GPUs, 32 months, rent $94,167/month then $157,167/month.

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