Miami International Holdings, Inc.

Item 3.02 Unregistered Sales of Equity Securities. Since April 1, 2026, the end of the period covered by the most recent report filed on any of Forms 8-K, 10-K or 10-Q under this Item 3.02 by Miami International Holdings, Inc. (the “Company”), through June 17, 2026, the Company issued an aggregate of 1,881,554 shares of common stock, par value $0.001 per share (“Common Stock”) to one accredited investor, one current consultant and nine former consultants in consideration of (i) an aggregate cash purchase price of $175,000 (in connection with the cash exercise of warrants to purchase 12,500 shares of Common Stock), (ii) the surrender of 102,790 shares of Common Stock in connection with the cashless exercises of outstanding warrants to purchase 355,065 shares of Common Stock for an aggregate exercise price totaling $4,848,503 and (iii) the surrender of 2,362,279 warrants exercisable for shares of Common Stock in connection with an Exchange Agreement between the Company and an accredited investor. Title of Securities Issuance Date Number of Shares Issued Aggregate Consideration Common Stock 5/6/2026 41,923 Surrender of 58,077 shares of Common Stock pursuant to the cashless exercises of warrants with an exercise price of $26.00 per share. Common Stock 5/26/2026 177,668 Surrender of 21,791 shares of Common Stock pursuant to the cashless exercises of warrants with an exercise price of $5.50 per share. Common Stock 5/26/2026 12,787 Surrender of 1,568 shares of Common Stock pursuant to the cashless exercises of warrants with an exercise price of $5.50 per share. Common Stock 5/29/2026 925 Surrender of 950 shares of Common Stock pursuant to the cashless exercises of warrants with an exercise price of $26.00 per share. Common Stock 5/29/2026 3,236 Surrender of 3,327 shares of Common Stock pursuant to the cashless exercises of warrants with an exercise price of $26.00 per share. Common Stock 5/29/2026 3,698 Surrender of 3,802 shares of Common Stock pursuant to the cashless exercises of warrants with an exercise price of $26.00 per share. Common Stock 5/29/2026 925 Surrender of 950 shares of Common Stock pursuant to the cashless exercises of warrants with an exercise price of $26.00 per share. Common Stock 6/4/2026 5,334 Surrender of 5,916 shares of Common Stock pursuant to the cashless exercises of warrants with an exercise price of $26.00 per share. Common Stock 6/4/2026 1,778 Surrender of 1,972 shares of Common Stock pursuant to the cashless exercises of warrants with an exercise price of $26.00 per share. Common Stock 6/4/2026 889 Surrender of 986 shares of Common Stock pursuant to the cashless exercises of warrants with an exercise price of $26.00 per share. Common Stock 6/4/2026 3,112 Surrender of 3,451 shares of Common Stock pursuant to the cashless exercises of warrants with an exercise price of $26.00 per share. ────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────── Common Stock 5/27/2026 12,500 $175,000.00 Common Stock 6/17/2026 1,616,779 Exchange and cancellation of 2,362,279 warrants exercisable for shares of Common Stock with an exercise price of $14.50 per share. The securities referred to in this Item 3.02 on Form 8-K were issued and sold in reliance upon the exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”) afforded by Section 4(a)(2) and Section 3(a)(9), as applicable, of the Securities Act.