Private company

JFB Construction Holdings

American general bldg contractors - nonresidential bldgs company1

In its 2026 annual report the company says: “JFB Construction Holdings is a commercial and residential real estate construction and development company. The Company’s management is dedicated to delivering high-quality services to commercial and residential markets, such as retail corporate buildouts, multifamily community developments and luxury residential homes, with a focus on fostering long-term relationships with clients, partners, and communities.”7 It is headquartered in Lantana, Florida.1

Last updated Oct 20, 2026.

Overview

  • IndustryGeneral Bldg Contractors - Nonresidential Bldgs1
  • HeadquartersLantana, Florida1
  • Incorporated inNV2
  • Business address1300 S. Dixie Highway, Suite B, Lantana, Fl 334622
  • Filer categoryNon-accelerated filer, Smaller reporting company, Emerging growth company2

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

10.3%Gross margin3
-18.5%Operating margin3
-17.3%Net margin3
32.3%Revenue growth, 20254
-13.9%Return on equity3
-$12.0MFree cash flow3

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue90¢$27.4M
  • Other costs10¢$3.2M

Out of $30.5M in revenue.43 The company lost money this year.

Financial statements

Revenue4$30.5M in 2025+32% since 2024
0$10.0M$20.0M$30.0M$40.0M2024: $23.1M$23.1M20242025: $30.5M$30.5M2025+32%
Gross profit3$3.2M in 2025−37% since 2024
0$2.0M$4.0M$6.0M2024: $5.0M$5.0M20242025: $3.2M$3.2M2025−37%
Operating income3-$5.7M in 2025+16777% since 2024
-$6.0M-$4.0M-$2.0M02024: -$33.5K-$33.5K20242025: -$5.7M-$5.7M2025+16777%
Net income3-$5.3M in 2025
-$6.0M-$4.0M-$2.0M0$2.0M2024: $119.0K$119.0K20242025: -$5.3M-$5.3M2025
Fiscal year202320242025
Revenue$23.1M4$30.5M4
Cost of revenue$18.1M4$27.4M4
Gross profit$5.0M3$3.2M3
Operating expenses$5.1M3$8.8M3
Operating income-$33.5K3-$5.7M3
Net income$119.0K3-$5.3M3
Earnings per share$0.013-$0.313
Earnings per share (diluted)$0.013-$0.313
Shares (weighted, basic)15.6M shares317.0M shares3
Shares (weighted, diluted)15.6M shares317.0M shares3

Compare JFB Construction Holdings with another company

Corporate structure

JFB Construction Holdings sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of JFB Construction Holdings

  • Lisa Ann Basile Filed SCHEDULE 13D on JFB Construction Holdings, latest Mar 12, 2025
  • JFB Construction Holdings Lantana, Florida

Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What JFB Construction Holdings reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$1.7M3 Dec 31, 2025$1.5M3 Dec 31, 2024+13.0%
Accumulated depreciation$735.5K3 Dec 31, 2025$510.4K3 Dec 31, 2024+44.1%
Property and equipment, net$996.8K3 Dec 31, 2025$1.0M3 Dec 31, 2024−2.5%
Operating-lease assets (leased space)$686.1K3 Dec 31, 2025$819.5K3 Dec 31, 2024−16.3%

Investments

ItemLatestA year beforeChange
Stakes in other companies (equity method)$1.0M3 Dec 31, 2025

Properties, in its own words

Our corporate headquarters are located at 1300 S. Dixie Highway, Suite B, Lantana, FL 33462 pursuant to a 7-year lease which commenced on March 29, 2024. The monthly rent is $11,928 for approximately 4,473 square feet of office space. The base rent increases by two and one-half percent (2.5%) each year of the lease. On June 1st, the Company amended the lease agreement to lease the entire building, totaling approximately 8,946 square feet, resulting in a total monthly rent obligation of $24,894. This new agreement commenced on January 1, 2026. The property is in good condition and we believe it is sufficient for our business needs.

Item 2 of the 10-K filed Mar 31, 2026.7

Leadership

Who has led JFB Construction Holdings, and when. Pick a name to see everywhere that person has worked.

Board members and other officers (7)

Timeline

  1. Jul 16, 20268-K Entered a material agreement18
  2. Jun 25, 20268-K Executive or director change19
  3. May 19, 20268-K Bylaws or fiscal year changed; Shareholder vote; Other events20
  4. May 12, 20268-K Regulation FD disclosure; Other events21
  5. May 4, 20268-K Executive or director change22
  6. Mar 24, 20268-K Entered a material agreement; Change to shareholders' rights; Bylaws or fiscal year changed23
  7. Feb 18, 20268-K Entered a material agreement; Executive or director change; Other events24
  8. Feb 17, 20268-K Executive or director change25
  9. Feb 17, 20268-K Entered a material agreement; Unregistered sale of shares; Other events26
  10. Jan 26, 20268-K Executive or director change27
  11. Jan 23, 20268-K Executive or director change28
  12. Oct 17, 20258-K Entered a material agreement; Other events29
  13. Mar 7, 2025New chief executive Joseph Frank Basile Iii. becomes CEO8

Filings

117 filings to the SEC since October 2021: 5 annual reports, 6 quarterly reports, 16 major events, 33 insider forms, 1 large holders, 56 other. The latest 20:

  1. Sep 14, 202615-12G EDGAR
  2. Aug 13, 202610-Q EDGAR
  3. Aug 11, 2026DEFM14C EDGAR
  4. Jul 16, 2026425 EDGAR
  5. Jul 16, 20268-K EDGAR
  6. Jul 16, 202610-Q/A EDGAR
  7. Jul 9, 20264 EDGAR
  8. Jul 9, 20264 EDGAR
  9. Jul 9, 20264 EDGAR
  10. Jul 8, 20264 EDGAR
  11. Jul 8, 20264 EDGAR
  12. Jul 2, 202610-K/A EDGAR
  13. Jun 25, 2026425 EDGAR
  14. Jun 25, 20268-K EDGAR
  15. Jun 24, 20264 EDGAR
  16. Jun 17, 202610-K/A EDGAR
  17. May 19, 2026425 EDGAR
  18. May 19, 20268-K EDGAR
  19. May 14, 202610-Q EDGAR
  20. May 12, 2026425 EDGAR

The 117 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

5 open-market trades by officers, directors and large owners since October 2021: 3 buys and 2 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Jan 22, 2026Clukey David ScottDirectorSale1,663$18.04$30.0KForm 4
Dec 10, 2025Calderon RubenChief Financial OfficerBuy1,550$18.72$29.0KForm 4
Dec 8, 2025Basile Joseph Frank IIICEO and ChairmanBuy5,900$16.79$99.1KForm 4
Oct 3, 2025Clukey David ScottDirectorSale2,376$12.62$30.0KForm 4
Mar 7, 2025Basile Lisa Ann10% ownerBuy193,940$4.13$801.0KForm 4

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

  • Lisa Ann BasileSCHEDULE 13D, 1 filing Mar 12, 202530

SEC filer profile

How JFB Construction Holdings is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARJFB Construction Holdings1
  • CIK0002024306
  • Employer ID (EIN)99-25490407
  • Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; not a shell company7
  • Incorporated inNevada7
  • Fiscal year endsDecember 311
  • Industry code (SIC)1540 General Bldg Contractors - Nonresidential Bldgs1
  • SEC reviewing officeOffice of Real Estate & Construction, Division of Corporation Finance1
  • Business address1300 S. Dixie Highway, Suite B, Lantana, FL 334621
  • Phone56158298401
  • Shares outstanding20,230,403 as of Jul 31, 20266
  • Public float$12.4M as of Jun 30, 20257
  • AuditorM&K CPAS, PLLC, The Woodlands, TX PCAOB ID 2738; no auditor attestation of internal control over financial reporting7
  • On EDGAR sinceJul 19, 20241
  • Filings133 in all: 425 (35), 4 (22), 8-K (16), 3 (11), CORRESP (9), UPLOAD (7), S-1/A (6), 10-Q (5)1
    All 25 form types

    10-K/A (3), 10-K (2), EFFECT (2), S-1 (2), 10-Q/A (1), 15-12G (1), 25-NSE (1), 424B3 (1), 8-A12B (1), CERT (1), DEFM14C (1), DRS (1), DRS/A (1), DRSLTR (1), FWP (1), S-8 (1), SCHEDULE 13D (1)

  • Latest filingsAnnual report (10-K) Mar 31, 2026
    Quarterly report (10-Q) Aug 13, 2026
    Latest 8-K (8-K) Jul 16, 2026

Securities registered for trading

ClassSymbolExchange
Class A Common Stock,par value $0.0001per shareJFBNasdaq

From the cover page of the 10-K filed Mar 31, 2026 (Section 12(b) of the Exchange Act).7

Risk factors and legal proceedings

The risks JFB Construction Holdings names in Item 1A of its 10-K filed Mar 31, 2026: 61 risks under these headings, as written.7

  • Risks Relating to Our Business and Strategy
  • We have limited management and staff, and our continued success requires us to hire, train and retain qualified personnel and subcontractors in a competitive industry.
  • Our management team has limited experience operating a company with publicly traded shares.
  • We lack formalized policies and procedures to ensure adequate board and management oversight of financial reporting, risk management, and regulatory compliance.
  • Our business depends on the continued contributions made by Mr. Joseph F. Basile III, our founder, Chairman and Chief Executive Officer. The loss of his services may result in a severe impediment to our business.
  • We will require additional capital in order to achieve commercial success and, if necessary, to finance future operations as we endeavor to build revenue, but we cannot assure you that we will be able to obtain adequate capital as and when required.
  • Our future expansion plans are subject to uncertainties and risks.
  • We will experience significant risks while attempting to enter the real estate development market.
  • We will experience significant risks while attempting to enter the AI Autonomous Robotics market.
  • If we are unable to accurately estimate the overall risks, requirements or costs when we bid on or negotiate a contract that is ultimately awarded to us, we may achieve a lower than anticipated profit or incur a loss on the contract.
  • We currently maintain all our cash and cash equivalents with one financial institution, and, therefore, our cash and cash equivalents could be adversely affected if the financial institutions in which we hold our cash and cash equivalents fail.
  • Increased costs of labor and materials can materially and adversely affect our business, results of operations or financial condition.
The other 50 risks
  • Supply chain disruptions could materially affect our business.
  • The recent imposition of tariffs by the U.S. government on imports from Canada, Mexico, and China presents several risks that could materially and adversely affect our business operations and financial performance.
  • Our ability, or inability, to establish strategic partnerships and expand our operations may adversely affect our business and our plans.
  • Adverse economic conditions that impact consumer spending may materially affect our business and our partners’ businesses.
  • The failure of our IT systems or a security breach involving consumer or employee personal data could have a materially adverse effect on our reputation and business, results of operations or financial condition.
  • Failure to maintain safe work sites could result in significant losses, which could materially affect our business and reputation.
  • Potential lawsuits could expose us to substantial liabilities.
  • We may be unable to obtain or maintain sufficient bonding capacity, which could materially and adversely affect our business.
  • Our insurance may not be sufficient.
  • Our business requires us to pay contracting licensing fees for each state that we operate in. We may not be able to justify the cost of compliance in a particular state or locality thus necessitating that we allow our license to expire. This may have a materially adverse effect on our business, results of operations or financial condition.
  • We depend on third parties for equipment and supplies essential to operate our business.
  • We have not made use of confidentiality agreements in the past and, although we intend to rely on such agreements in future dealings with our suppliers, employees, consultants, and other parties, the prior lack or the breach of such agreements could adversely affect our business and results of operations.
  • Our failure to meet the schedule or performance requirements of our contracts could adversely affect us.
  • We may choose, or be required, to pay our subcontractors even if our clients do not pay, or delay paying us for the related services.
  • Our subcontractors may fail to satisfy their obligations or we may be unable to maintain these relationships, which could have a material adverse effect on our business.
  • Intense competition may adversely affect our business and financial condition.
  • We may lose business to competitors that underbid us, and we may be unable to compete favorably in our highly competitive industry.
  • We could incur material costs and losses as a result of claims that our materials do not meet regulatory requirements or contractual specifications.
  • Unionization activities may disrupt our operations and increase our costs.
  • We have a limited operating history upon which investors can evaluate our future prospects.
  • We could be exposed to significant liability claims if we are unable to obtain insurance at acceptable costs and adequate levels or otherwise protect ourselves against potential claims.
  • Risks Relating to Our Industry
  • Our results of operations fluctuate from quarter to quarter and from year to year as they are affected, among other things, by the seasonal nature of the construction industry.
  • We are subject to laws, rules and regulations regarding safety, health, environmental and noise pollution and other issues that could cause us to incur fines or penalties or increase our operating costs.
  • Our operations are subject to special hazards that may cause personal injury or property damage, subjecting us to liabilities and possible losses which may not be covered by insurance.
  • The construction services industry is highly schedule driven, and our failure to meet the schedule requirements of our contracts could adversely affect our reputation and/or expose us to financial liability.
  • Natural disasters, unusually adverse weather, pandemic outbreaks, boycotts and geo-political events could materially and adversely affect our business, results of operations or financial condition and the market for stocks globally.
  • We may not have sufficient resources to effectively introduce and market our services and products, which could materially harm our operating results.
  • We operate in a highly competitive industry.
  • We may require additional financing to sustain or grow our operations. Raising additional capital may cause dilution to our existing stockholders and investors, or restrict our operations.
  • Risks Relating to Our Securities
  • The existing market for our securities developed very recently, and we do not know whether it will provide you with adequate liquidity.
  • JFB Construction Holdings is a holding company.
  • The market price of our common stock is likely to be highly volatile, and you could lose all or part of your investment.
  • Our quarterly operating results may fluctuate significantly and could fall below the expectations of securities analysts and investors due to seasonality and other factors, some of which are beyond our control, resulting in a decline in our stock price.
  • Our failure to meet the continued listing requirements of Nasdaq could result in a delisting of our common stock.
  • If our shares are delisted from Nasdaq and become subject to the penny stock rules, it would become more difficult to trade our shares.
  • We have no current plans to pay cash dividends on our common stock for the foreseeable future, and you may not receive any return on investment unless you sell your common stock for a price greater than that which you paid for it.
  • We cannot predict the effect our dual-class structure may have on the market price of our Class A Common Stock.
  • We will incur significantly increased costs as a result of operating as a public company and our management will be required to devote substantial time to new compliance initiatives.
  • Unanticipated changes in effective tax rates or adverse outcomes resulting from examination of our income or other tax returns could adversely affect our financial condition and results of operations.
  • A change in tax laws or regulations could increase our tax burden and adversely affect our business.
  • Changes to accounting rules or regulations may adversely affect the Company’s financial statements.
  • Changes to estimates related to our property, fixtures and equipment or operating results that are lower than our current estimates may cause us to incur impairment charges on certain long-lived assets, which may adversely affect our results of operations.
  • We are an “emerging growth company,” and any decision on our part to comply with certain reduced disclosure requirements.
  • We are a smaller reporting company, and we cannot be certain if the reduced reporting requirements applicable to smaller reporting companies will make our common stock less attractive to investors.
  • As an “emerging growth company” under applicable law, we will be subject to lessened disclosure requirements, which could leave our stockholders with less information or fewer rights available to stockholders of more mature companies.
  • We are a “controlled company” within the meaning of Nasdaq listing standards and, as a result, will qualify for exemptions from certain corporate governance requirements.
  • If securities or industry analysts do not publish or cease publishing research or reports about us, our business or our market, or if they change their recommendations regarding our common stock adversely, the price of our common stock and trading volume could decline.
  • Anti-takeover provisions in our Articles of Incorporation and Bylaws and Nevada law could discourage, delay or prevent a change in control of our company and may affect the trading price of our common stock.
  • Failure to establish and maintain effective internal controls in accordance with Section 404 of the Sarbanes-Oxley Act could have a material adverse effect on our business and stock price.
  • Liability of directors for breach of duty is limited under Nevada law.

Legal proceedings

There are no actions, suits, proceedings, inquiries or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the executive officers of our Company or any of our subsidiaries, threatened against or affecting our Company, our Common Stock, any of our officers or directors in their capacities as such, in which an adverse decision could have a material adverse effect.

In addition, from time to time, we may be subject to various additional claims, lawsuits, and other legal and administrative proceedings that may arise in the ordinary course of business. Some of these claims, lawsuits, and other proceedings may range in complexity and result in substantial uncertainty; it is possible that they may result in damages, fines, penalties, non-monetary sanctions, or relief.

As we continue to grow and develop our services, we anticipate that we will expend significant financial and managerial resources in the defense of our products in the future. We also anticipate that we will expend significant financial and managerial resources to defend against claims against our services.

The opening of Item 3, Legal Proceedings.7

Sources

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