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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
May 13, 2026
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 2.02. Results of Operations and Financial
Condition.
On May 13, 2026, Health In
Tech, Inc., a Nevada corporation (the “Company”) issued a press release announcing its results of operations for the quarter
ended March 31, 2026, attached hereto as Exhibit 99.1.
Item 7.01. Regulation FD Disclosure.
As disclosed in Item 2.02
above, on May 13, 2026, the Company issued a press release announcing its results of operations for the quarter ended March 31, 2026,
attached hereto as Exhibit 99.1. The information set forth in Item 7.01 of this Current Report on Form 8-K and in the attached Exhibit
99.1 are deemed to be “furnished” and 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 liabilities of that Section. The information
set forth in Items 2.02 and 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed incorporated by reference
into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in
such filing.
Forward-Looking Statements
Certain statements in this
Current Report on Form 8-K or in the accompanying exhibits are forward-looking statements for purposes of the safe harbor provisions under
the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements may include estimates or expectations about Health
In Tech’s possible or assumed operational results, financial condition, business strategies and plans, market opportunities, competitive
position, industry environment, and potential growth opportunities. In some cases, forward-looking statements can be identified by terms
such as “may,” “will,” “should,” “design,” “target,” “aim,” “hope,”
“expect,” “could,” “intend,” “plan,” “anticipate,” “estimate,”
“believe,” “continue,” “predict,” “project,” “potential,” “goal,”
or other words that convey the uncertainty of future events or outcomes. These statements relate to future events or to Health In Tech’s
future financial performance, and involve known and unknown risks, uncertainties and other factors that may cause Health In Tech’s
actual results, levels of activity, performance, or achievements to be different from any future results, levels of activity, performance
or achievements expressed or implied by these forward-looking statements. You should not place undue reliance on forward-looking statements
because they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond Health In Tech’s
control and which could, and likely will, affect actual results, levels of activity, performance or achievements. Some of the risks and
uncertainties, although not all risks and uncertainties, that could cause the Company’s actual results to differ materially from
those presented in its forward-looking statements are set forth in the “Risk Factors” section in the Company’s Annual
Report on Form 10-K, its Quarterly Reports on Form 10-Q, and all of its other filings with the U.S. Securities and Exchange Commission,
as such risks, uncertainties and other important factors may be updated from time to time in the Company’s subsequent reports. Any
forward-looking statement reflects Health In Tech’s current views with respect to future events and is subject to these and other
risks, uncertainties and assumptions relating to Health In Tech’s operations, results of operations, growth strategy and liquidity.
Health In Tech undertakes no obligation to update any forward-looking statements, except as required by law.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits:
| Exhibit No. |
|
Description |
| 99.1 |
|
Press release dated May 13, 2026. |
| 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 hereunto duly authorized.
Dated: May 13, 2026
HEALTH IN TECH, INC.
| By: |
/s/ Tim Johnson |
|
| Name: |
Tim Johnson |
|
| Title: |
Chief Executive Officer |
|
Exhibit 99.1
Health In Tech Reports First Quarter 2026 Financial
Results
Reiterates Guidance for 2026 Annual Revenue
Ranging between $45 Million and $50 Million
Stuart, FL., May 13, 2026 /PRNewswire/ —
Health In Tech, Inc. (Nasdaq: HIT) (“Health In Tech” or “Company”), an AI-enabled InsurTech platform company,
today announced its unaudited financial results for the three months ended March 31, 2026.
First Quarter 2026 Overview
| ● | Revenue increased 9.4% to $8.8 million from $8.0
million in the first quarter of 2025. |
| ● | Platform placed plan value1
totaled $82.0 million. |
| ● | Adjusted EBITDA2 totaled $(1.3)
million, compared to $1.2 million in the first quarter of 2025, and reflected higher sales and marketing expenses for initiatives designed
to drive long-term revenue growth. |
| ● | Net loss equaled $1.6 million, or $(0.03) per
diluted share, compared to net income of $0.5 million, or $0.01 per diluted share, in the first quarter of 2025. |
As of March 31, 2026
| ● | Distribution partners, including brokers, third-party
administrators (“TPAs”) and agencies, reached 896, up 29.5% from 692 distribution partners as of March 31, 2025. |
| ● | Contracted revenue3 for the
remaining three quarters of 2026 equaled $22.9 million. |
| ● | Cash and cash equivalents totaled $10.3 million,
compared to $7.6 million as of March 31, 2025. |
| ● | Working capital totaled $15.0 million, compared
to $8.8 million as of March 31, 2025. |
2026 Full Year Revenue Guidance
Health In Tech today reiterated guidance for 2026
annual revenue ranging between $45 million and $50 million, representing year-over-year growth of approximately 35% to 50%. As of March
31, 2026, the Company’s contracted revenue for the remaining three quarters of 2026 totaled $22.9 million, which the Company believes
provides useful visibility into 2026 full year revenue. Health In Tech’s revenue outlook is based on management’s current
expectations and assumptions, including continued strong demand for the Company’s AI-enabled underwriting marketplace across the
self-funded health insurance segment and successful deployment of new features. Actual results may differ materially due to risks and
uncertainties described in Health In Tech’s filings with the SEC.
The Company expects continued growth driven by
expanding engagement across its distribution network and the full deployment of new features launched in January 2026. Unlike the traditional
insurance industry, where new product and service implementations typically require one to two years, Health In Tech’s AI-driven
platform enables new capabilities to be developed and deployed within approximately one to two quarters. This accelerated development
cycle provides a meaningful competitive advantage, allowing the Company to respond quickly to broker and client demand, continuously enhance
its marketplace offerings, and scale its technology platform more efficiently than traditional market participants.
CEO Commentary
Tim Johnson, Chief Executive Officer of Health
In Tech, commented, “In the first quarter of 2026, we continued to execute on strategic priorities to scale our innovative AI-powered
self-funded health insurance marketplace and drive revenue growth. In March, we successfully completed a private investment in public
equity financing, which provided the Company with approximately $7 million in gross proceeds. We intend to allocate a portion of these
proceeds to growth initiatives, including expanding our sales team, broadening our marketing activities, delivering new marketplace offerings,
and enhancing the technology architecture and data analytics that underpin our disruptive platform. Through these measures we aim to increase
the number of brokers, agencies, third party administrators, and carriers that utilize our efficient, cost-effective ecosystem.”
Mr. Johnson continued, “We intend for 2026
to be a year of investing for growth and launching new solutions to further penetrate the vast U.S. self-funded health insurance market.
Our recently rolled out suite of more than 100 pre-configured, customized stop-loss plans as well as our new three-year rate stabilization
program are poised to deliver meaningful revenue beginning in the second half of the year. We also are developing a data-driven offering
that integrates physiological and claims data to generate actionable insights. By layering in new capabilities such as these onto our
platform, we better serve our ecosystem partners and business employer end-clients, while creating new revenue streams and operating leverage
for Health In Tech.”
End Notes
| 1. | Platform placed plan value (“PPPV”) represents the aggregate contractual value of self-funded
health plans with stop-loss insurance (self-funded stop-loss plans) placed through the Company’s platform, covering the duration
of the plans’ contractual terms. The contractual term is typically 12 months from the plan’s effective date. |
| 2. | Adjusted EBITDA is a non-GAAP financial measure. More information can be found in the “Non-GAAP Financial
Information” section at the end of this press release. |
| 3. | Contracted revenue represents contractually committed revenue under active policies as of the measurement
date that is expected to be recognized in future periods. Our policies are typically written for terms of 12 months, and revenue is recognized
ratably over the life of the policy. |
Conference Call Details
Health In Tech will host a conference call to
discuss the financial results for the first quarter of 2026 on May 13, 2026, at 5:00 p.m. (ET). To participate in our live conference
call and webcast, please dial 1-888-346-8982 or 1-412-902-4272 (for international participants).
A live audio webcast will be available via the
Investor Relations page of Health In Tech’s website at https://healthintech.com/. A replay of the webcast will be available
for on-demand listening shortly after the completion of the call, at the same web link, and will remain available for approximately 90
days.
Non-GAAP Financial Information
This release presents Adjusted EBITDA, a non-GAAP
financial metric, which is provided as a complement to the results provided in accordance with accounting principles generally accepted
in the United States of America (“GAAP”). Management uses Adjusted EBITDA to provide investors with additional insight into
operational performance and to facilitate comparison with other companies in the industry. Adjusted EBITDA should not be considered an
alternative to net income, operating income, or other GAAP measures. A reconciliation of historical non-GAAP financial information to
the most directly comparable GAAP financial measure is provided in the accompanying tables found at the end of this release.
Use of Forward-Looking Statements
Certain statements in this press release are forward-looking
statements for purposes of the safe harbor provisions under the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking
statements may include estimates or expectations about Health In Tech’s possible or assumed operational results, financial condition,
business strategies and plans, market opportunities, competitive position, industry environment, and potential growth opportunities. In
some cases, forward-looking statements can be identified by terms such as “may,” “will,” “should,”
“design,” “target,” “aim,” “hope,” “expect,” “could,” “intend,”
“plan,” “anticipate,” “estimate,” “believe,” “continue,” “predict,”
“project,” “potential,” “goal,” or other words that convey the uncertainty of future events or outcomes.
These statements relate to future events or to Health In Tech’s future financial performance, and involve known and unknown risks,
uncertainties and other factors that may cause Health In Tech’s actual results, levels of activity, performance, or achievements
to be different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking
statements. You should not place undue reliance on forward-looking statements because they involve known and unknown risks, uncertainties
and other factors which are, in some cases, beyond Health In Tech’s control and which could, and likely will, affect actual results,
levels of activity, performance or achievements. Any forward-looking statement reflects Health In Tech’s current views with respect
to future events and is subject to these and other risks, uncertainties and assumptions relating to Health In Tech’s operations,
results of operations, growth strategy and liquidity.
About Health In Tech
Health In Tech, Inc. (Nasdaq: “HIT”)
is an AI-enabled InsurTech platform company, which offers a marketplace that improves processes in the health insurance industry through
vertical integration, process simplification, and automation. By removing friction and complexities, we streamline the underwriting, sales
and service process for insurance companies, licensed brokers, Managing General Underwriter (“MGUs”) and third-party administrators
(“TPAs”). Health In Tech’s platform serves as a marketplace for brokers, TPAs, MGUs and carriers to access self-funded
health insurance for employers, providing functions including customized self-funded health plans, bindable stop-loss quotes, AI-enabled
underwriting, claims administration and reporting integration.
Health In Tech, Inc.
Consolidated Statements of Operations
(Unaudited)
| | |
Three Months Ended
March 31, | |
| | |
2026 | | |
2025 | |
| Revenues | |
| | |
| |
| Revenues from underwriting modeling (ICE) | |
$ | 1,468,814 | | |
$ | 2,351,984 | |
| Revenues from fees (SMR) | |
| 7,302,832 | | |
| 5,663,000 | |
| Total revenues | |
| 8,771,646 | | |
| 8,014,984 | |
| Cost of revenues | |
| 4,262,247 | | |
| 2,659,585 | |
| Gross profit | |
| 4,509,399 | | |
| 5,355,399 | |
| Operating expenses | |
| | | |
| | |
| Sales and marketing expenses | |
| 2,291,601 | | |
| 1,090,255 | |
| General and administrative expenses | |
| 3,455,558 | | |
| 3,246,765 | |
| Research and development expenses | |
| 920,395 | | |
| 537,721 | |
| Total operating expenses | |
| 6,667,554 | | |
| 4,874,741 | |
| Other income: | |
| | | |
| | |
| Interest income | |
| 67,471 | | |
| 85,366 | |
| Other income | |
| 22,334 | | |
| 118,399 | |
| Total other income, net | |
| 89,805 | | |
| 203,765 | |
| Income (loss) before income taxes | |
$ | (2,068,350 | ) | |
$ | 684,423 | |
| Income tax benefit (expense) | |
| 480,069 | | |
| (185,831 | ) |
| Net income (loss) | |
$ | (1,588,281 | ) | |
$ | 498,592 | |
| | |
| | | |
| | |
| Net income (loss) per share | |
| | | |
| | |
| Basic | |
$ | (0.03 | ) | |
$ | 0.01 | |
| Diluted | |
$ | (0.03 | ) | |
$ | 0.01 | |
| Weighted average common stocks outstanding | |
| | | |
| | |
| Basic | |
| 57,353,021 | | |
| 54,619,858 | |
| Diluted | |
| 57,353,021 | | |
| 56,996,936 | |
Health In Tech, Inc.
Consolidated Balance Sheets
(Unaudited)
| | |
March 31,
2026 | | |
December 31,
2025 | |
| Assets | |
| | |
| |
| Current assets | |
| | |
| |
| Cash and cash equivalents | |
$ | 10,325,208 | | |
$ | 7,669,754 | |
| Accounts receivable, net | |
| 3,737,647 | | |
| 756,288 | |
| Loans receivable, net | |
| 831,994 | | |
| 815,995 | |
| Other receivables, net | |
| 4,328,448 | | |
| 3,467,814 | |
| Deferred offering costs | |
| - | | |
| 170,977 | |
| Prepaid expenses and other current assets | |
| 2,864,557 | | |
| 3,280,148 | |
| Total current assets | |
| 22,087,854 | | |
| 16,160,976 | |
| Non-current assets | |
| | | |
| | |
| Software | |
| 6,708,561 | | |
| 6,530,894 | |
| Operating lease - right of use assets | |
| 122,328 | | |
| 139,940 | |
| Long-term prepaid expenses | |
| 47,464 | | |
| 258,151 | |
| Total non-current assets | |
| 6,878,353 | | |
| 6,928,985 | |
| Total assets | |
$ | 28,966,207 | | |
$ | 23,089,961 | |
| Liabilities and stockholders’ equity | |
| | | |
| | |
| Current liabilities | |
| | | |
| | |
| Accounts payable and accrued expenses | |
| 6,968,261 | | |
$ | 4,188,811 | |
| Operating lease liabilities - current | |
| 78,680 | | |
| 76,195 | |
| Other current liabilities | |
| - | | |
| 891,598 | |
| Total current liabilities | |
| 7,046,941 | | |
| 5,156,604 | |
| Non-current liabilities | |
| | | |
| | |
| Deferred tax liabilities | |
| 273,203 | | |
| 757,675 | |
| Operating lease liabilities - non-current | |
| 42,915 | | |
| 63,617 | |
| Total non-current liabilities | |
| 316,118 | | |
| 821,292 | |
| Total liabilities | |
| 7,363,059 | | |
| 5,977,896 | |
| Stockholders’ equity | |
| | | |
| | |
| Common stock, $0.001 par value; Class A Common stock 150,000,000 shares authorized 53,858,276 and 46,006,000 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively | |
| 53,858 | | |
| 46,006 | |
| Common stock, $0.001 par value; Class B Common stock 50,000,000 shares authorized, 11,700,000 shares issued and outstanding as of both March 31, 2026 and December 31, 2025 | |
| 11,700 | | |
| 11,700 | |
| Additional paid-in capital | |
| 17,905,633 | | |
| 11,834,121 | |
| Retained earnings | |
| 3,631,957 | | |
| 5,220,238 | |
| Total stockholders’ equity | |
| 21,603,148 | | |
| 17,112,065 | |
| Total liabilities and stockholders’ equity | |
$ | 28,966,207 | | |
$ | 23,089,961 | |
Health In Tech, Inc.
Consolidated Statements of Cash Flows
(Unaudited)
| | |
Three Months Ended
March 31, | |
| | |
2026 | | |
2025 | |
| CASH FLOWS FROM OPERATING ACTIVITIES: | |
| | |
| |
| Net income (loss) | |
$ | (1,588,281 | ) | |
$ | 498,592 | |
| Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | |
| | | |
| | |
| Amortization expense | |
| 403,467 | | |
| 135,983 | |
| Provision for refund liability | |
| 108,402 | | |
| 780,045 | |
| Deferred tax benefit | |
| (484,472 | ) | |
| (34,473 | ) |
| Interest income | |
| (15,999 | ) | |
| (15,999 | ) |
| Stock-based compensation expense | |
| 366,562 | | |
| 493,171 | |
| Changes in operating assets and liabilities: | |
| | | |
| | |
| Accounts receivable | |
| (2,981,360 | ) | |
| (463,498 | ) |
| Other receivables | |
| (11,740 | ) | |
| (3,489,536 | ) |
| Prepaid expenses and other assets | |
| 447,597 | | |
| (1,017,751 | ) |
| Operating lease right of use assets and liabilities, net | |
| (605 | ) | |
| 19 | |
| Accounts payable and accrued expenses | |
| 1,437,182 | | |
| 3,420,497 | |
| Income taxes payable | |
| - | | |
| 220,303 | |
| Other current liabilities | |
| (1,000,000 | ) | |
| - | |
| Net cash provided by (used in) operating activities | |
| (3,319,247 | ) | |
| 527,353 | |
| CASH FLOWS FROM INVESTING ACTIVITIES: | |
| | | |
| | |
| Development of software | |
| (362,131 | ) | |
| (703,475 | ) |
| Net cash used in investing activities | |
| (362,131 | ) | |
| (703,475 | ) |
| CASH FLOWS FROM FINANCING ACTIVITIES: | |
| | | |
| | |
| Proceeds from issuance of common stock in connection with private investment in public equity financing, net of placement agent fees and escrow agent fees | |
| 6,381,000 | | |
| - | |
| Payments of deferred offering costs | |
| (44,168 | ) | |
| (98,089 | ) |
| Net cash provided by (used in) financing activities | |
| 6,336,832 | | |
| (98,089 | ) |
| Increase (decrease) in cash and cash equivalents | |
| 2,655,454 | | |
| (274,211 | ) |
| Cash and cash equivalents, beginning of the period | |
| 7,669,754 | | |
| 7,849,248 | |
| Cash and cash equivalents, end of the period | |
| 10,325,208 | | |
| 7,575,037 | |
| Supplemental disclosures of cash flow information: | |
| | | |
| | |
| Cash paid for interest | |
$ | - | | |
$ | - | |
| Cash received from income tax refunds | |
$ | 4,965 | | |
$ | - | |
| Summary of noncash investing and financing activities: | |
| | | |
| | |
| Accrued deferred offering costs included in accounts payable and accrued expenses | |
$ | 237,734 | | |
$ | 33,250 | |
| Accrued development of software included in accounts payable and accrued expenses | |
$ | 228,518 | | |
$ | 256,140 | |
| Reclassification of deferred offering costs to additional paid-in capital upon private investment in public equity financing | |
$ | 452,880 | | |
$ | - | |
| Stock-based compensation capitalized for software development | |
$ | 8,837 | | |
$ | - | |
Health In Tech, Inc.
Reconciliation of GAAP Net Income (Loss) to
Non-GAAP Financial Measure Adjusted EBITDA
| | |
Three Months Ended
March 31, | |
| | |
2026 | | |
2025 | |
| Net income (loss) | |
| (1,588,281 | ) | |
| 498,592 | |
| Interest income | |
| (67,471 | ) | |
| (85,366 | ) |
| Amortization expense | |
| 403,467 | | |
| 135,983 | |
| Income tax expense (benefit) | |
| (480,069 | ) | |
| 185,831 | |
| Stock-based compensation expense, including employer payroll taxes related to stock-based awards | |
| 443,839 | | |
| 493,171 | |
| Total net adjustments | |
| 299,766 | | |
| 729,619 | |
| Adjusted EBITDA | |
| (1,288,515 | ) | |
| 1,228,211 | |
Investor Contact:
Health In Tech Investor Relations
ir@healthintech.com
The Equity Group
Kalle Ahl, CFA
T: (303) 953-9878
kahl@theequitygroup.com
Devin Sullivan, Managing Director
dsullivan@theequitygroup.com
