Health In Tech, Inc. filings document material-event disclosures for a Nevada operating company with Class A common stock listed on the Nasdaq Capital Market under HIT. Recent Form 8-K reports cover results of operations and financial condition, Regulation FD materials, investor presentations and conference-call transcripts.
The filing record also addresses capital-structure matters, including a private investment in public equity financing, and governance disclosures involving executive officer departures, compensatory arrangements and related consulting agreements. The company identifies as an emerging growth company in its Exchange Act reports.
Health In Tech, Inc. (HIT) appointed Sanjay Shrestha chief executive officer effective October 20, 2026. Founder Tim Johnson ceased serving as CEO and became Executive Chairman that day. Johnson will focus on long-term strategy, technology and product development; Shrestha is responsible for operating performance, commercial strategy, execution, business expansion and strategic acquisition initiatives. Shrestha previously served as President of Plug Power.
On the effective date, the company granted 5,500,000 restricted shares across the Sign-On Award, Acquisition Award and MC-1/MC-5 tranches, assuming the maximum Acquisition Award, from shares available under the Plan. The MC-2, MC-3 and MC-4 tranches total 2,500,000 shares and depend on stockholder approval of a Plan amendment at the November 10, 2026 annual meeting; without approval, they will be forfeited without consideration. Their market-capitalization thresholds and deadlines are >$300 million by December 31, 2028 (MC-2), >$500 million by December 31, 2029 (MC-3), and >$1 billion by December 31, 2031 (MC-4). MC-1 (Class A) and MC-5 (Class B) each have a >$150 million threshold and an April 30, 2028 deadline.
Health In Tech, Inc. Chief Executive Officer Sanjay K. Shrestha received four stock grant awards on October 20, 2026: three awards of Class A Common Stock—2,000,000 restricted shares and two awards of 1,500,000 shares each tied to performance-based milestones—and a 500,000-share Class B Common Stock award tied to the April 30, 2028 milestone. The Class B award left reported direct holdings of 500,000 Class B shares following the transaction.
The 2,000,000 restricted shares vest in 12 equal monthly installments beginning November 1, 2026, subject to continued service. The 1,500,000-share award tied to the December 31, 2028 milestone vests in full upon closing of a qualifying acquisition, subject to continued service through closing. The other Class A award and the Class B award vest in 12 equal monthly installments, subject to continued service, if the milestone is achieved by April 30, 2028.
Health In Tech, Inc. (HIT) identifies Chief Executive Officer and director Sanjay K. Shrestha as directly holding 101,200 shares of Class A Common Stock as of October 20, 2026.
Health In Tech, Inc. (HIT) Chief Executive Officer, director and ten percent owner Tim Donald Johnson surrendered 119,728 Class A Common Stock shares on October 15, 2026, to satisfy tax withholding and remittance obligations tied to vesting restricted shares. His reported post-transaction position was 23,151,298 Class A shares. No Rule 10b5-1 plan is reported.
Health In Tech, Inc. (HIT) Chief Growth Officer Zain Syed Hasan reported selling 3,333 Class A common shares on October 16, 2026, at a weighted average of $0.62 per share under a Rule 10b5-1 trading plan adopted June 11, 2026. On October 15, 2026, he surrendered 6,756 shares to the issuer for tax withholding and remittance obligations after service-based vesting requirements were satisfied. Reported holdings included 156,577 restricted and 20,416 unrestricted shares.
Health In Tech, Inc. Chief Executive Officer LinLin Qian surrendered 47,516 shares of Class A Common Stock to the issuer on October 15, 2026, to satisfy tax withholding and remittance obligations connected with vested restricted shares. The transaction listed a per-share price of $0.63. Afterward, Qian directly held 8,917,151 Class A shares, comprising 822,433 restricted and 8,094,718 unrestricted shares; 2,700,000 Class B shares and 711,510 options were excluded from that count.
Health In Tech, Inc. (HIT) registered up to 34,224,247 shares of Class A common stock for resale by Yorkville. The shares may be issued under a Standby Equity Purchase Agreement: up to 9,532,889 on note conversion and up to 24,691,358 in Advances at HIT’s discretion. HIT receives no proceeds from Yorkville resales, but may receive up to $20.0 million in gross proceeds from stock sales to Yorkville. While note amounts are outstanding, Advance proceeds go solely to repayment unless Yorkville agrees otherwise; afterward, HIT expects proceeds primarily for sales and distribution expansion, technology and product development, operations and working capital. If all 34,224,247 registered shares were issued and outstanding, they would equal approximately 39.0% of common shares outstanding as of October 6, 2026.
Nasdaq limits issuance and note conversions to 13,100,378 shares, or 19.99% of Class A and Class B shares outstanding before the SEPA, absent stockholder approval; a separate 4.99% beneficial-ownership limit applies. HIT disclosed Nasdaq notices stating that its board and audit committee did not meet specified independence and membership requirements and that its closing bid price had been below $1.00 for 30 consecutive business days. The notices had no immediate effect on listing; the bid-price compliance deadline is April 12, 2027, and a reverse split is one option HIT identified.
Health In Tech, Inc. received two Nasdaq deficiency notices: one concerning board and audit committee independence and one concerning its minimum bid price. After Sanjay Shrestha resigned from the board and committee on August 10, 2026, the board had four directors, including two independent directors, William D. Howard and Timothy Hayes; those two also comprise the two-member audit committee. The board-related cure period runs until the earlier of the next annual shareholders’ meeting or August 10, 2027, with compliance due by February 8, 2027 if the meeting is held before then. The company expects a new independent director nominee to be elected at its November 10, 2026 annual meeting and then appointed to the committee.
Nasdaq also said HIT’s closing bid price was below $1.00 per share for 30 consecutive business days. The notice does not immediately affect listing or trading; the cure deadline is April 12, 2027, requiring a close at $1.00 or more for at least 10 consecutive business days. The company may consider a reverse stock split; if it chooses one, it must complete it no later than 10 business days before April 12, 2027.