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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
October 3, 2025
Date of Report (Date of earliest event reported)
Health In Tech, Inc.
(Exact name of registrant as specified in its charter)
| Nevada |
|
001-42449 |
|
87-3545722 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
701 S. Colorado Ave, Suite 1
Stuart, FL |
|
34994 |
| (Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number, including
area code: (888) 373-0333
N/A
(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 |
| Class A Common Stock, $0.001 par value per share |
|
HIT |
|
The Nasdaq Stock Market LLC (Nasdaq Capital Market) |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities
Exchange Act of 1934 (17 CFR §240.12b-2).
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 5.07 Submission of Matters to a Vote of Security Holders.
On October 3, 2025, Health In Tech, Inc. (the “Company”)
(NASDAQ Capital Markets: HIT) held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”). For more information on
the proposals, which are described below, please refer to the Company’s definitive proxy statement, dated September 8, 2025, as
filed by the Company with the Securities and Exchange Commission on September 8, 2025.
As of the record date of August 6, 2025, there were 56,389,291 shares
of the Company’s common stock issued and outstanding and entitled to vote at the Annual Meeting, comprised of 44,689,291 shares
of Class A common stock and 11,700,000 shares of Class B common stock. Each share of Class A common stock was entitled to one vote per
share and each share of Class B common stock was entitled to ten votes per share. At the Annual Meeting, there were present, in person
or by proxy, stockholders holding an aggregate of 161,619,722 votes, representing approximately 99.33% of the outstanding voting power
at the Annual Meeting; therefore a quorum was present. The following matters were submitted to a vote of stockholders at the Annual Meeting:
1. Election of Directors
Stockholders re-elected all five of the Company’s nominees for
director, to serve until the annual meeting of stockholders to be held in 2026 and until their respective successors are elected and qualified,
or until their earlier death, resignation, disqualification, or removal. The voting results were as follows:
| Nominee | |
For | | |
Abstain | | |
Broker
Non-Vote | |
| Tim Johnson | |
| 147,889,057 | | |
| 157,411 | | |
| 1,873,265 | |
| Julia (LinLin) Qian | |
| 148,022,100 | | |
| 24,368 | | |
| 1,873,265 | |
| William Howard | |
| 148,025,015 | | |
| 21,453 | | |
| 1,873,265 | |
| Sanjay Shrestha | |
| 148,019,115 | | |
| 27,353 | | |
| 1,873,265 | |
| Timothy Hayes | |
| 148,025,015 | | |
| 21,453 | | |
| 1,873,265 | |
2. Amendment to the Health in Tech, Inc. 2024 Equity Incentive Plan
Stockholders approved an amendment to the Health in Tech, Inc. 2024
Equity Incentive Plan to (i) increase the total number of shares of Class A common stock authorized for issuance pursuant to awards granted
thereunder from 7,677,849 shares to 10,677,849 shares and (ii) to include the issuance of up to 2,000,000 shares of Class B common stock,
and options convertible into Class B common stock to executive officers of the Company. The voting results were as follows:
| For | |
Against | | |
Abstain | | |
Broker
Non-Vote | |
| 147,811,930 | |
| 217,556 | | |
| 16,982 | | |
| 1,873,265 | |
3. Ratification of Auditors
Stockholders ratified the appointment of MaloneBailey, LLP to serve
as the Company’s independent auditors for the fiscal year ending December 31, 2025. The voting results were as follows:
| For | |
Against | | |
Abstain | |
| 161,551,973 | |
| 33,314 | | |
| 34,446 | |
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 hereunto duly authorized.
| Dated: October 3, 2025 |
|
| |
|
| HEALTH IN TECH, INC. |
|
| |
|
| By: |
/s/ Tim Johnson |
|
| Name: |
Tim Johnson |
|
| Title: |
Chief Executive Officer |
|
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