SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS This Quarterly Report (this “Report”) includes “forward-looking statements” within the meaning of Section 27A of the Securities Actof 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “ExchangeAct”). Certain statements contained in this Report, which reflect our current views with respect to future events and financialperformance, and any other statements of a future or forward-looking nature constitute “forward-looking statements” within themeaning of the federal securities laws. We intend the forward-looking statements to be covered by the applicable safe harbor under thefederal securities laws. In some cases, you can identify forward-looking statements by terms such as “may,” “should,” “could,”“would,” “predicts,” “potential,” “continue,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” or the ●our goals and strategies; ●our future business development, results of operations and financial condition;●expected changes in our corporate services income, costs or expenditures; ●our dividend policy; ●our expectations regarding demand for and market acceptance of our products and services; ●our projected markets and growth in markets;●our potential need for additional capital and the availability of such capital;●competition in our industry; ●general economic and business conditions in the markets in which we operate; ●our ability to meet the Nasdaq Capital Market continued listing requirements; ●relevant government policies and regulations relating to our business and industry; and ●assumptions underlying or related to any of the foregoing. Forward-looking statements necessarily involve risks and uncertainties, and our actual results could differ materially from thoseanticipated in the forward-looking statements due to a number of factors, including those set forth above under “Risk Factors” andelsewhere in this Report. The factors set forth above under “Risk Factors” and other cautionary statements made in this Report shouldbe read and understood as being applicable to all related forward-looking statements wherever they appear in this Report. The forward-looking statements contained in this Report represent our judgment as of the date of this Report. We caution readers not to place unduereliance on such statements. We operate in an evolving environment where new risk factors and uncertainties may emerge from time to Unless the context otherwise requires, the terms “the Company,” “our Company,” “we,” “us,” and “our” refer to MarwynnHoldings, Inc., a Nevada corporation, and its consolidated subsidiaries. MARWYNN HOLDINGS, INC. CONDENSED CONSOLIDATED BALANCE SHEETS(Amount in U.S. dollars, except for number of shares) MARWYNN HOLDINGS, INC.NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 —ORGANIZATION AND DESCRIPTION OF BUSINESS Business Marwynn Holdings, Inc. (“Marwynn” or the “Company”), through its wholly-ownedsubsidiaries, is primarily engaged in providingsupply chain management solutions to customers in the UnitedStates of America. Marwynn was incorporated in the state of Nevada, UnitedStates of America (“U.S.” or UnitedStates) onFebruary27, 2024as aholding company with no substantial operations of its own. The Company’s business was operated by the following entities: (1)FuAn Enterprise, Inc (“FuAn”), which was incorporated in the state of California on April18, 2016. FuAn is a food and non-alcoholicbeverage supply chain company that specializes in connectingbusinesses between different regions, particularly between Asia and the U.S.FuAn’s comprehensive supply chain services include thesourcing of Asian food, snacks, and non-alcoholicbeverages, and distributing branded goods to mainstream markets, grocery stores and wholesale/warehouse clubs in the U.S.In addition, FuAn provides supply chain consulting, and market expansion support forbusinesses; (2)Grand Forest Cabinetry Inc (“Grand Forest”), which was incorporated in the state of California, on February22, 2021.KZS Kitchen Cabinet& Stone Inc (“KZS”) was incorporated in the state of California, on October11, 2018, and merged with and intoGrand Forest on June1, 2024. Following the merger, all of the home improvement business is now under Grand Forest as the surviving corporation. Grand Forest is an indoor home improvement supply chain provider that focuses on providing high-qualitykitchen cabinets, flooring, and home improvement products sourced from international suppliers. The Company disposed ofGrand Forest during fiscal year 2026 and it is presented as a discontinued operation in the accompanying unaudited condensed Discontinued Operations - Grand Forest During the second quarter of fiscal year 2026, following approval by the Board of Directors of the Company, the Company committedto a plan to dispose of Grand Forest Cabinetry Inc. On October 27, 2025, Marwynn ent