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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): August 3, 2026
MDWerks,
Inc.
(Exact
name of registrant as specified in its charter)
| Delaware |
|
000-56299 |
|
33-1095411 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
411
Walnut Street, Suite 20125
Green
Cove Springs, FL |
|
32043 |
| (Address of principal executive
offices) |
|
(Zip Code) |
Registrant’s
telephone number, including area code: (252) 501-0019
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:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| N/A |
|
N/A |
|
N/A |
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
7.01. Regulation FD Disclosure.
On August 3, 2026, MDwerks, Inc., (the Company”) issued a
press release related to a potential joint venture with Rex Lumber Company that will be focused on the development, deployment, and commercialization
of radio frequency-based solutions for the lumber and broader wood-products industry.
The
information included in 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 liabilities
of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended,
or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. The information set forth under this
Item 7.01 shall not be deemed an admission as to the materiality of any information in this Current Report on Form 8-K that is required
to be disclosed solely to satisfy the requirements of Regulation FD.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits.
| Exhibit
No. |
|
Description |
| 99.1 |
|
Press release issued by the registrant on August 3, 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.
| |
MDwerks, Inc. |
| |
|
|
| Date: August 3, 2026 |
By: |
/s/ Steven
C. Laker |
| |
Name: |
Steven C. Laker |
| |
Title: |
Chief Executive Officer |
Exhibit 99.1
MDWerks,
Inc. Announces Signed LOI for Proposed Joint Venture Between RF Specialties and Rex Lumber Company
Proposed
RF-REX Co venture is intended to accelerate commercialization of radio frequency-based solutions for the lumber and wood-products industry.
GREEN
COVE SPRINGS, Fla. – August 3 2026 – MDWerks, Inc. (“MDWerks” or the “Company”) today announced that
that as a result of its recently deployed sawdust drying pilot system its subsidiary, RF Specialties, has signed a non-binding Letter
of Intent with Rex Lumber Company to form a proposed joint venture focused on the development, deployment, and commercialization of radio
frequency-based solutions for the lumber and broader wood-products industry.
The
proposed joint venture would focus on utilizing their extensive IP portfolio and trade secrets for radio frequency technology applications
including molecular sawdust drying, molecular wood-chip drying, board straightening, extraction systems for compounds such as turpentine
and furfural, and future product development for the lumber industry.
Under
the LOI, RF Specialties is expected to hold a 51% ownership interest in the joint venture and Rex Lumber is expected to hold a 49% ownership
interest, with governance and other key terms to be finalized in definitive agreements.
RF
Specialties is expected to contribute relevant radio frequency intellectual property, an exclusive license for lumber and wood-product
applications, engineering and technical leadership, procurement and manufacturing oversight, and facility support from its Mills River,
North Carolina location.
Rex
Lumber is expected to contribute sales leadership, distribution and market deployment capabilities, strategic commercial support, and
a substantial multi-million-dollar initial capital investment to support design, manufacturing, engineering expansion, technician hiring,
and commercialization efforts.
“This
LOI represents an important step in advancing MDWerks’ strategy to expand the commercial reach of RF Specialties’ radio frequency
technologies into the lumber and wood-products market. By aligning our technology platform with Rex Lumber’s industry knowledge,
commercial relationships, and capital commitment, we believe this proposed joint venture can accelerate deployment and create meaningful
long-term value,” said Steven Laker, CEO of MDWerks, Inc
The
LOI also provides that Rex Lumber may designate an individual to serve on the MDWerks Board of Directors to represent RF-REX Co and the
Company’s lumber industry strategy, subject to applicable corporate approvals and governing documents.
The
proposed joint venture is expected to pursue revenue opportunities from system sales, deployments, royalties, services, and broader commercial
adoption across the lumber market.
The
LOI is non-binding and is intended solely as a framework for the negotiation of definitive agreements. Any final transaction will remain
subject to the execution of such agreements, applicable approvals, and customary closing conditions.
About
MDWerks, Inc.
MDWerks,
Inc. (OTCQB: MDWK) is a molecular targeting technology company developing proprietary energy-wave platforms that selectively influence
target molecules to improve industrial processes. Supported by a broad patent estate, the Company’s technologies enhance extraction,
molecular transfer, moisture control, product quality, processing efficiency, and sustainability across multiple industries.
Initially
commercialized within beverage alcohol and wood products, MDWerks is expanding its platform into additional markets including industrial
processing, water treatment (including desalination), chemical manufacturing, agriculture, pharmaceuticals, engineered materials, and
advanced manufacturing. Through a scalable licensing model built around its proprietary intellectual property, MDWerks is transforming
breakthrough science into recurring revenue opportunities across multiple global industries.
MDWerks’
wholly owned subsidiary, RF Specialties, LLC (“RFS”), addresses companies’ most pressing challenges by implementing
automated radio frequency technology systems in a sustainable way reducing costs and increasing speed to market when compared to traditional
methods. For more information, please visit https://www.rfspecialtiesus.com/.
Cautionary
Note Regarding Forward-Looking Statements
This
press release contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E
of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). We have based these forward-looking statements on
our current expectations and projections about future events. All statements, other than statements of present or historical fact included
in this press release, regarding our future financial performance and our strategy, expansion plans, future operations, future operating
results, estimated revenues, losses, projected costs, prospects, plans and objectives of management are forward-looking statements. In
some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “could,”
“would,” “expect,” “plan,” “anticipate,” “intend,” “believe,”
“estimate,” “continue,” “project” or the negative of such terms or other similar expressions. These
forward-looking statements are subject to known and unknown risks, uncertainties and assumptions about us that may cause our actual results,
levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or
achievements expressed or implied by such forward-looking statements. Except as otherwise required by applicable law, we disclaim any
duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events
or circumstances after the date of this press release. We caution you that the forward-looking statements contained herein are subject
to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond our control. In addition, we
caution you that the forward-looking statements regarding the Company contained in this press release are subject to the risks and uncertainties
described in the “Cautionary Note Regarding Forward-Looking Statements” section of our Annual Report on Form 10-K and
our Quarterly Reports on Form 10-Q that we file with the Securities and Exchange Commission. Such filings identify and address
other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking
statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking
statements, and the company is under no obligation to update or revise these forward-looking statements, whether as a result of new information,
future events, or otherwise.
Investor
Relations
(252) 501-0019
info@mdwerksinc.com
