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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported): October 4, 2026
Apimeds
Pharmaceuticals US, Inc.
(Exact
name of registrant as specified in its charter)
| Delaware |
|
001-42545 |
|
85-1099700 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File Number) |
|
(I.R.S.
Employer
Identification
Number) |
100
Matawan Rd, Suite 325
Matawan,
New Jersey |
|
07747 |
| (Address
of principal executive offices) |
|
(Zip
code) |
Registrant’s
telephone number, including area code: (848) 201-5010
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
| ☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Common
Stock, par value $0.001 per share |
|
APUS |
|
NYSE
American LLC |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☒
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item
8.01. Other Events.
BlockAssure
Agreement
On
October 4, 2026, MindWave Innovations Inc. (“MindWave”), a wholly owned subsidiary of Apimeds Pharmaceuticals US,
Inc. (the “Company”), issued a press release announcing that it had entered into a two-year Master Service Agreement
with BlockAssure Inc., a Delaware corporation (“BlockAssure”), under which MindWave will build, deploy, operate and
maintain AssureChain, a dedicated subnet of MindChain for recording and executing BlockAssure’s insurance contracts, reinsurance
treaties, insurance policies and claims processes on-chain. The agreement renews automatically for successive one-year periods unless
either party gives notice of non-renewal. Consideration consists of a fixed development fee payable in quarterly installments, operate
and maintenance fees to be agreed, and an allocation to MindWave of AssureCoin, a digital token BlockAssure plans to create on MindChain,
equal to 20% of its total supply. A copy of the press release is attached as Exhibit 99.1 and incorporated herein by reference.
Forward-Looking
Statements
All
statements, other than statements of historical fact, included in this report that address activities, events or developments that the
Company expects, believes or anticipates will or may occur in the future are forward-looking statements. Words such as “estimate,”
“project,” “predict,” “believe,” “expect,” “anticipate,” “potential,”
“create,” “intend,” “could,” “would,” “may,” “plan,” “will,”
“guidance,” “look,” “goal,” “future,” “build,” “focus,” “continue,”
“strive,” “allow” or the negative of such terms or other variations thereof and words and terms of similar substance
used in connection with any discussion of future plans, actions, or events identify forward-looking statements. However, the absence
of these words does not mean that the statements are not forward-looking.
There
are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements included
in this report, including risks relating to development timelines, milestone achievement, acceptance testing, technical performance,
integration with third-party systems and data sources, BlockAssure’s ability to obtain and maintain required insurance, reinsurance
and other licenses, whether and when AssureCoin is created and the value of any token consideration, the parties’ ability to agree
on operate and maintenance fees, market acceptance, and regulatory requirements applicable to insurance, reinsurance and digital assets.
All forward-looking statements are based on assumptions that the Company believes to be reasonable but that may not prove to be accurate.
Any forward-looking statement speaks only as of the date on which such statement is made, and the Company undertakes no obligation to
correct or update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required
by applicable law. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the
date of this current report.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
| Exhibit
No. |
|
Description |
| 99.1 |
|
Press Release issued by MindWave Innovations Inc. dated October 4, 2026 (BlockAssure). |
| 104 |
|
Cover
Page Interactive Data File (embedded within the inline XBRL document) |
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
| |
Apimeds
Pharmaceuticals US, Inc. |
| |
|
| Date:
October 13, 2026 |
By: |
/s/
Dr. Vin Menon |
| |
Name: |
Dr.
Vin Menon |
| |
Title: |
Co-Chief
Executive Officer |
| |
|
| |
By: |
/s/
SungJoon Chae |
| |
Name: |
SungJoon
Chae |
| |
Title: |
Co-Chief
Executive Officer |
Exhibit
99.1
MindWave
Innovations Signs Agreement with US-Based BlockAssure to Build and Operate AssureChain, an End-to-End Insurance and Reinsurance Network
AssureChain,
a dedicated subnet of MindChain, will run every insurance function on-chain, while MindChain provides settlement and anchoring to Ethereum
MATAWAN,
New Jersey, Oct. 4, 2026 – via IBN – MindWave Innovations Inc. USA (“MindWave”), a wholly owned subsidiary of
Apimeds Pharmaceuticals US, Inc. (NYSE American: APUS), has signed a 2-year master maintenance and service agreement with Delaware-based
BlockAssure Inc. (“BlockAssure”) to build, deploy and operate AssureChain, a dedicated subnet of MindChain that will run
BlockAssure’s insurance and reinsurance operations on-chain.
For
MindWave, this is an important expansion of its U.S. business. It takes the company’s technology work into insurance and reinsurance,
and it is a long-term build-and-operate contract with a U.S. client.
“BlockAssure
chose us to build AssureChain, and it is exactly the kind of work we want to do for U.S. clients,” said Dr. Vin Menon, Chief Executive
Officer of MindWave Innovations Inc. USA.
MindWave
will design, develop, security-audit and deploy AssureChain, then host, operate and maintain it once it goes live. All of BlockAssure’s
insurance work will happen on AssureChain: contracts, policies, premium and payment entries, reinsurance treaties and claims processing,
from the start of a policy to the settlement of a claim. MindChain’s job is narrower – It provides the settlement layer and
anchors AssureChain’s records to Ethereum.
MindWave
will earn contracted development fees, payable in quarterly installments, with later operating and maintenance fees to be agreed. The
agreement also provides for an allocation to MindWave equal to 20% of the total supply of AssureCoin, a digital token BlockAssure plans
to create within the MindChain network, delivered when the token is created. The allocation is fully vested on delivery, and anti-dilution
terms maintain MindWave’s 20% share if additional AssureCoin is issued during the term or for two years afterward.
The
aim is straightforward: BlockAssure handles the market relationships, and MindWave builds and runs the network underneath them. Contracts,
policies, payments, treaties and claims all run on AssureChain. Because it settles through MindChain and anchors to Ethereum, you can
follow any claim from the policy that created it to the recovery that closes it outFor the length of the agreement, MindWave is BlockAssure’s
exclusive blockchain provider for AssureChain.
The
two companies have divided the work along clear lines. BlockAssure will lead underwriting and claims decisions, licensing, and its relationships
with insurers, reinsurers and brokers. MindWave supplies the infrastructure and the technical services needed to run AssureChain. It
acts only as the technology provider.
AssureChain
is made up of four modules and a data oracle: insurance contracts; policy issuance and lifecycle management, including premium and payment
entries; reinsurance treaties and facultative placements; and claims processing from notification through assessment, settlement and
reinsurance recovery. The oracle feeds verified parametric, environmental, catastrophe, market and identity data onto AssureChain, which
lets a parametric claim trigger automatically once a pre-agreed threshold is met.
Each
claim on AssureChain can be traced back to the policy, contract and treaty it came from, and MindChain anchors those records to Ethereum.
BlockAssure and its counterparties therefore work from one verifiable record, from placement to settlement. Each module will be independently
security-audited before production, and personal data will not be written on-chain except in hashed or tokenized form.
The
agreement took effect on Oct. 4, 2026. Development is planned over four quarters against agreed milestones, and BlockAssure will acceptance-test
each module. Once the first module is accepted, MindWave takes on hosting, validator operations, maintenance, security patches and helpdesk
support.
After
the initial 2-year term, the agreement renews automatically for one-year periods unless either party gives 90 days’ notice.
About
MindWave Innovations Inc. USA
MindWave
Innovations Inc. USA, a wholly owned subsidiary of Apimeds Pharmaceuticals US, Inc. (NYSE American: APUS), develops technology
infrastructure and digital solutions for blockchain-enabled applications, data-driven platforms, and emerging commercial ecosystems.
Through
projects such as AssureChain, MindWave is expanding the application of its technology into insurance, reinsurance and digital-asset-enabled
insurance models.
For
more information, visit https://www.mindwaveinnovations.com/
About
MindChain
MindChain
is a blockchain infrastructure developed within the MindWave ecosystem to support transparent, traceable, and verifiable digital transactions.
It is designed to provide the underlying ledger capabilities required for applications involving digital assets, registries, tokenized
ecosystems, and decentralized services.
About
AssureChain
AssureChain
is BlockAssure’s dedicated insurance and reinsurance network and runs as a subnet of MindChain. Every insurance function runs on
AssureChain. MindChain handles settlement and anchoring to Ethereum.
About
BlockAssure Inc.
BlockAssure
Inc. is a Delaware corporation developing an insurance and reinsurance platform supported by digital asset capital.
For
more information, visit https://www.blockassure.io/
Forward-Looking
Statements
This
announcement contains forward-looking statements regarding the development, implementation, anticipated capabilities, and potential performance
of AssureChain, and the potential creation and allocation of AssureCoin. These statements are based on current expectations and are subject
to risks and uncertainties, including development timelines, achievement of project milestones, technical performance, regulatory requirements,
BlockAssure’s licensing, whether and when AssureCoin is created, and market acceptance. Actual results may differ materially from
those expressed or implied. The company undertakes no obligation to update these statements except as required by applicable law.
Media:
MindWave
Innovations Inc.
contact@mindwaveinnovations.com
Corporate
Communications:
IBN.Ai
Austin,
Texas
www.IBN.Ai
512.354.7000
Office
Editor@IBN.Ai
