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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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): February 11, 2026
BIOTRICITY
INC.
(Exact
name of registrant as specified in its charter)
| Nevada |
|
001-40761 |
|
30-0983531 |
(State
or Other Jurisdiction of
Incorporation
or Organization) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
203
Redwood Shores Parkway, Suite 600
Redwood
City, California 94065
(Address
of Principal Executive Offices)
(800)
590-4155
(Registrant’s
telephone number, including area code)
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 (see General Instruction A.2. below):
| ☐ |
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: None
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
2.02 Results of Operations and Financial Condition.
On
February 11, 2026, Biotricity Inc. (the “Company”) issued a press release announcing the Company’s financial results
for the period ended December 31, 2025. The press release is attached hereto as Exhibit 99.1.
In
accordance with General Instruction B.2 of Form 8-K, the information in Item 2.02 of this Current Report on Form 8-K, including Exhibit
99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the
“Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any
registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be
expressly set forth by specific reference in such filing.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
| 99.1 |
Press Release |
| 104 |
Cover Page Interactive Data File (embedded within the Inline XBRL
document) |
SIGNATURES
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 thereunto duly authorized.
Date:
February 18, 2026
| |
BIOTRICITY INC. |
| |
|
|
| |
By: |
/s/
S. John Ayanoglou |
| |
|
S. John Ayanoglou |
| |
|
Chief Financial Officer |
Exhibit 99.1
Biotricity Delivers Strong Q3 Fiscal 2026 Performance, Growing Revenue
Momentum and Expanding EBITDA
REDWOOD CITY, CA / February 11th,
2026 / Biotricity Inc. (OTCQB:BTCY) (“Biotricity” or the “Company”), an innovative Technology-as-a-Service (TaaS)
company committed to transforming chronic condition detection and management with state-of-the-art remote patient monitoring solutions,
today announced its financial results for its third quarter of fiscal 2026, ended December 31, 2025. Continuing its strong record of scalable
revenue, the Company reported sustained revenue growth driven by increasing adoption of its remote cardiac monitoring solutions and improving
operating efficiency.
Dr. Waqaas Al-Siddiq, Biotricity Founder &
CEO, said, “The need for proactive chronic care management has never been greater. We’re proud to deliver our third consecutive
quarter of positive EBITDA and net operating income, which reflects continued revenue growth, sustained margins, and disciplined operational
execution. Over the next 30 years, cardiovascular disease is projected to impact over 60% of the population. This represents nearly
$1.8 trillion in costs, even though up to 80% of cases are preventable with early intervention. We believe this underscores
the urgent need to shift care from reactive treatment to proactive monitoring.
Biotricity is helping lead that transition by
bringing clinical-grade, easy-to-use diagnostic solutions out of episodic care settings and into everyday life, where most meaningful
health events occur. Our approach allows providers to extend care beyond traditional touchpoints so they can serve more patients and improve
outcomes without adding additional workload. The strength of this model is reflected in our rapidly expanding digital ecosystem and high
customer retention of 90+%. In just 2 years our app base has scaled from 4,500 to more than 44,000 users, and our network of over 2,500
providers that support 4,000,000 patients annually continues to grow.
Importantly, we’re on track to obtain FDA
clearance for our groundbreaking AI clinical model in the coming months. Our Cardiac AI Cloud platform leverages more than two trillion
anonymized heartbeats to enhance diagnostic accuracy, improving throughput. Combined with our automation and operational AI capabilities,
our technologies enable us to scale efficiently and pass those efficiencies on to our customers. The result is higher-quality care, more
patients served, and increased revenue opportunities for medical facilities, creating meaningful value across the care continuum with
both providers and patients winning. By facilitating this, Biotricity is positioned for sustainable, long-term growth as customer satisfaction
drives adoption and expansion, allowing us to continue to revolutionize the cardiac care landscape.”
Q3-FY26 Financial Highlights
| ● | Revenue increased 10.2% to $4 million from $3.6 million in the corresponding prior year period |
| ● | Gross margin was 81.5% for the three months ended December 31, 2025, as compared to 76.4% in the corresponding
prior year quarter; this is the result of expansion in the recurring technology fee revenue base, efficiencies gained using proprietary
AI in operational automation, and improvement in monitoring and cloud cost structure. |
| ● | Net loss decreased to $1.1 million, or $0.042 per share, from a net loss of $1.3 million, or $0.054 per
share; this was a 13% improvement from the corresponding prior year quarter. |
Operating Highlights for Q3-FY26 and the Future
| ● | Q3-FY26 recurring (TaaS) Technology Fees rose a robust 7.4% from the corresponding prior year period to
$3.6 million, representing 91.2% of total revenue for Q3-FY26 |
| ● | The Company maintained its track record of strong customer retention, supported by the quality of its
solutions, best-in-class customer support, and accuracy and ease-of-use of its diagnostic technology. |
| ● | With approvals in Canada, Saudi Arabia, and Argentina, the Company continued to advance strategic regulatory
approvals across international markets, laying the foundation for distribution partnerships. |
| ● | Leveraging its seasoned sales force and strategic partnerships, the Company continued to expand its footprint
across broader national markets, with penetration across thousands of cardiologists in hundreds of centers. |
Full details of the Company’s financial
results will be filed with the SEC on Form 10-K and available by visiting www.sec.gov.
Financial Results and Business Update Conference
Call
Management will host a conference call on Wednesday,
February 11th, 2026 at 4:30 p.m. ET to discuss its financial results for fiscal third quarter
of 2026 and provide a business update. Additional details are available under the Investor Relations section of the Company’s website:
https://www.biotricity.com/investors/
Event: Biotricity Fiscal 2026
Third Quarter Financial Results and Business Update Call
Date: Wednesday February 11th,
2026
Time: 4:30pm ET (1:30pm PT)
Toll Free: 1-877-269-7751
International: 1-201-389-0908
Webcast URL: https://viavid.webcasts.com/starthere.jsp?ei=1751341&tp_key=10b4deecf5
Investors can begin accessing the webcast 15 minutes
before the call, where an operator will register your name and organization. The call will be in listen-only mode.
A replay of the call will be available approximately
three hours after the live call via the Investors section of the Biotricity website at https://www.biotricity.com/investors/.
Toll Free Replay Number: 1-844-512-2921
International: 1-412-317-6671
Replay Access ID: 13758520
Expiration: Wednesday February
25, 2026 at 11:59 PM ET
About Biotricity Inc.
Biotricity is reforming the healthcare market
by bridging the gap in remote monitoring and chronic care management. Doctors and patients trust Biotricity’s unparalleled standard
for preventive & personal care, including diagnostic and post-diagnostic solutions for chronic conditions. The Company develops comprehensive
remote health monitoring solutions for the medical and consumer markets. To learn more, visit www.biotricity.com.
To learn more about the benefits of using Biotricity’s
solutions, click here and here. For consumers interested in continuous, 24/7 clinical-grade monitoring at home with Bioheart,
click here.
Important Cautions Regarding Forward-Looking
Statements
Any statements contained in this press release
that do not describe historical facts may constitute forward-looking statements. Forward-looking statements, which involve assumptions
and describe our future plans, strategies, and expectations, are generally identifiable by use of the words “may,” “should,”
“would,” “will,” “could,” “scheduled,” “expect,” “anticipate,” “estimate,”
“believe,” “intend,” “seek,” “project,” or “goal” or the negative of these words or
other variations on these words or comparable terminology. Forward-looking statements may include, without limitation, statements regarding
(i) the plans, objectives and goals of management for future operations, including plans, objectives or goals relating to the design,
development and commercialization of any of the Company’s products or services, (ii) a projection of income (including income/loss), earnings
(including earnings/loss) per share, capital expenditures, dividends, capital structure or other financial items, (iii) the Company’s
future financial performance, (iv) the regulatory regime in which the Company operates or intends to operate and (v) the assumptions underlying
or relating to any statement described in points (i), (ii), (iii) or (iv) above. Such forward-looking statements are not meant to predict
or guarantee actual results, performance, events or circumstances and may not be realized because they are based upon the Company’s current
projections, plans, objectives, beliefs, expectations, estimates and assumptions and are subject to a number of risks and uncertainties
and other influences, many of which the Company has no control over. Actual results and the timing of certain events and circumstances
may differ materially from those described by the forward-looking statements as a result of these risks and uncertainties. Factors that
may influence or contribute to the inaccuracy of the forward-looking statements or cause actual results to differ materially from expected
or desired results may include, without limitation, the Company’s inability to obtain additional financing, the significant length of
time and resources associated with the development of its products and related insufficient cash flows and resulting illiquidity, the
Company’s inability to expand the Company’s business, significant government regulation of medical devices and the healthcare industry,
lack of product diversification, existing or increased competition, results of arbitration and litigation, stock volatility and illiquidity,
and the Company’s failure to implement the Company’s business plans or strategies. These and other factors are identified and described
in more detail in the Company’s filings with the SEC. The Company assumes no obligation to update any forward-looking statements in order
to reflect any event or circumstance that may arise after the date of this release.
Contacts
Investor Relations
Biotricity Investor Relations
Investors@biotricity.com
SOURCE: Biotricity, Inc.
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