| Item 1. | |
| (a) | Name of issuer:
DLH Holdings Corp. |
| (b) | Address of issuer's principal executive offices:
3565 Piedmont Road, Building 3, Suite 700, Atlanta, Georgia, 30305 |
| Item 2. | |
| (a) | Name of person filing:
Zachary C. Parker |
| (b) | Address or principal business office or, if none, residence:
c/o DLH Holdings Corp.
3565 Piedmont Rd., N.E., Bldg. 3 - Suite 700
Atlanta, Georgia 30305 |
| (c) | Citizenship:
Zachary C. Parker - United States |
| (d) | Title of class of securities:
Common Stock, par value $0.001 per share |
| (e) | CUSIP No.:
23335Q100 |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| (a) |  Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
|
| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
|
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
|
| | |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
584,594 (1)
(1) Consists of 549,594 shares of Common Stock held of record by Mr. Parker and options to purchase an aggregate of 35,000 shares of Common Stock. |
| (b) | Percent of class:
4.0%
Percent of class based on the quotient obtained by dividing (a) the aggregate number of shares of Common Stock beneficially owned by the Reporting Person as set forth in Item 4(a) by (b) the sum of (i) 14,493,035 shares of Common Stock outstanding as of January 21, 2026, as reported by the Issuer, and (ii) the aggregate number of shares of Common Stock beneficially owned by the Reporting Person which may be issued upon the exercise of options held by the Reporting Person, which options are treated as being exercised for shares of Common Stock only for the purpose of computing the percentage ownership of the Reporting Person. Excludes unvested restricted stock units previously granted to the Reporting Person. |
| (c) | Number of shares as to which the person has:
|
| | (i) Sole power to vote or to direct the vote:
584,594 (1)
(1) Consists of 549,594 shares of Common Stock held of record by Mr. Parker and options to purchase an aggregate of 35,000 shares of Common Stock.
|
| | (ii) Shared power to vote or to direct the vote:
0
|
| | (iii) Sole power to dispose or to direct the disposition of:
584,594 (1)
(1) Consists of 549,594 shares of Common Stock held of record by Mr. Parker and options to purchase an aggregate of 35,000 shares of Common Stock.
|
| | (iv) Shared power to dispose or to direct the disposition of:
0
|
| Item 5. | Ownership of 5 Percent or Less of a Class. |
| | 
Ownership of 5 percent or less of a class
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. |
| |
Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
| |
Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. |
| |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. |
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Not Applicable
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