Southland Holdings Inc 2026年季度报告

FORM10-Q (MarkOne)☒QUARTERLYREPORTPURSUANTTOSECTION13OR15(d)OFTHESECURITIESEXCHANGEACT OF 1934 For the quarterly period ended:March31,2026 ☐TRANSITION REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIESEXCHANGEACT OF 1934 For the transition period fromtoCommission File Number: 001-41090 1100 Kubota Dr.Grapevine, TX 76051(Address of principal executive offices) (Zip Code)(817) 293-4263(Registrant’s telephone number, including area code) Securities Registered Pursuant to Section12(b)of the Act: Indicate by check mark whether the registrant (1) hasfiled all reports required to be filed by Section13 or 15(d)of the Securities ExchangeAct of 1934 during the preceding 12months (or for such shorter period that the registrant was required to file such reports), and (2)has beensubject to such filing requirements for the past 90days.☒Yes☐No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant toRule405 of RegulationS-T (§232.405 of this chapter) during the preceding 12months (or for such shorter period that the registrant wasrequired 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 reportingcompany, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,”and “emerging growth company” in Rule12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complyingwith any new or revised financial accounting standards provided pursuant to Section13(a)of the Exchange Act☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act).☐Yes☒No As of May 1, 2026, there were 54,218,882 shares of common stock, par value $0.0001 per share, issued and outstanding. SOUTHLAND HOLDINGS, INC.TABLE OF CONTENTS PagePARTI– Financial InformationITEM 1. Financial Statements1ITEM2. Management’s Discussion and Analysis of Financial Condition and Results of Operations23ITEM3. Quantitative and Qualitative Disclosures About Market Risk32ITEM4. Controls and Procedures32PARTII– Other Information33ITEM1. Legal Proceedings33ITEM1A. Risk Factors33ITEM 5. Other Information33ITEM6. Exhibits34Signatures35 Unless otherwise stated in this Quarterly Report on Form 10-Q (this “Quarterly Report”), references tothe “Company,” “our,” “us,” “we,” or “Southland” refer to Southland Holdings, Inc. and its subsidiaries. CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Quarterly Report includes forward-looking statements within the meaning of Section 27A of theSecurities Act of 1933 (the “Securities Act”), as amended, and Section 21E of the Securities Exchange Act of1934, as amended (the “Exchange Act”). These statements are based on the reasonable beliefs and assumptionsof our management. Forward-looking statements are inherently subject to risks, uncertainties and assumptions.Generally, statements that are not historical facts, including statements concerning possible or assumed futureactions, business strategies, events or results of operations, are forward-looking statements. These statementsmaybe preceded by,followed by or include the words“believes,”“estimates,”“expects,”“projects,”“forecasts,”“may,”“will,”“should,”“seeks,”“plans,”“scheduled,”“anticipates,”“intends”or similarexpressions. Forward-looking statements contained in this Quarterly Report include, but are not limited to,statements about our ability to: ●Access, collect and use personal data about consumers;●Execute our business strategy, including monetization of services provided and expansions in andinto existing and new lines of business;●Anticipate the uncertainties inherent in the development of new business lines and businessstrategies;●Retain and hire necessary employees;●Increase brand awareness;●Attract, train and retain effective officers, key employees or directors;●Upgrade and maintain information technology systems;●Potential disruptions, failures or security breaches of the information technology systems on whichwe rely to conduct our business;●Acquire, develop and protect intellectual property;●Meet future liquidity requirements, maintain adequate working capital, and comply with restrictivecovenants related to long-term indebtedness;●Maintain adequate bonding capacity;●Effectively respond to general economic, socioeconomic and other business conditions;●Maintain the listing of our securities on the NYSE American LLC or another national securitiesexchange;●Obtain additional capital, including use of debt and capital markets;●Achieve or enhance future operating and financial results;●Anticipate rapid technological changes;●Comply with laws and regulations applicable to its business, including but not limited to laws andregulations related to data p