EFSH 1847 Holdings LLC

Item 8.01 Other Events

Although 1847 Holdings LLC (the “Company”) is not a party to any of the lawsuits described below, it is filing this current report on Form 8-K to provide disclosure that it believes is material to its shareholders with respect to a stockholder class action lawsuit filed against Polished.com Inc. (formerly, 1847 Goedeker Inc.), a former subsidiary of the Company (“Polished”), the underwriters of Polished’s initial public offering, and certain of its directors and officers, including Ellery W. Roberts and Robert D. Barry, who are also officers and/or directors of the Company.

On October 31, 2022, a class of shareholders of Polished filed suit in the Federal District Court for the Eastern District of New York (Federal Civil Case Number: 1:22-CV-06606-NGG-VMS (Class Action Lawsuit)) against Polished, the underwriters of Polished’s initial public offering, and certain of its directors and officers, including Ellery W. Roberts and Robert D. Barry (Messrs. Roberts and Barry, the “Director Defendants”). The complaint asserts the following causes of action against the directors and officers: (i) violation of Section 11 of the Securities Act; (ii) violation of Section 12(a)(2) of the Securities Act; (iii) violation of Section 15 of the Securities Act; (iv) violation of Section 10(b) of the Exchange Act and Rule 10b-5 (but not against the Director Defendants); and (v) violation of Section 20(a) of the Exchange Act (but not against the Director Defendants).

The complaint alleges that various SEC filings were negligently prepared and contained misstatements and omissions of material facts related to the Company’s internal controls. In particular, the complaint alleges the Polished registration statement for its initial public offering, the registration statement for Polished’s secondary pubic offering, and multiple Quarterly Reports on Forms 10-Q contained misrepresentations by failing to raise concerns about internal controls despite knowing that the internal controls were inadequate. The complaint alleges that in making these filings, the defendants violated their fiduciary duty to provide adequate disclosures about adverse conditions, risk and uncertainties.

On February 13, 2023, another shareholder derivative lawsuit was filed in the Federal District Court for the Eastern District of New York naming, among others, Ellery W. Roberts, Clark R. Crosnoe, Glyn C. Milburn, and 1847 Partners, LLC for aiding and abetting the breach of fiduciary duty, as defendants making similar allegations as the lawsuit described above. These claims typically follow the class action complaint and pursue a settlement if the class action claims survive a motion to dismiss. Accordingly, the derivative claims have been stayed.