Welcome to our dedicated page for Odyssey Health SEC filings (Ticker: ODYY), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Odyssey Health Inc. (ODYY) SEC filings page on Stock Titan brings together the company’s regulatory disclosures from the U.S. Securities and Exchange Commission, providing investors with structured access to its official reports and transaction documents. As a Nevada corporation and smaller reporting company whose common stock trades on the OTCQB market, Odyssey uses SEC filings to describe its business model, medical technology portfolio, financing arrangements and material agreements.
Key filings include registration statements such as the Form S-1, where Odyssey outlines its focus on developing and acquiring medical products and health-related technologies, including the CardioMap ae heart monitoring device, the Save A Life choking rescue device and its sub-licensing arrangement for BreastCheck ae, a non-invasive breast abnormality test. The S-1 also details the company’s capital structure, risk factors and agreements with investors like Mast Hill Fund, L.P., including convertible notes and warrants.
Current reports on Form 8-K are particularly important for tracking material events. Recent 8-K filings describe the Master Technology and Sub-license Agreement with NeuRX Health, Inc. for exclusive, worldwide rights to BreastCheck ae; the long-term Maintenance Agreement and related financing facility with Mast Hill Fund, which create a multi-year stream of service fees and convertible debt; and amendments to existing promissory notes with financing partners. Other 8-Ks document the definitive Asset Purchase Agreement and closing with Oragenics, Inc., under which Odyssey sold its neurological drug therapy assets in exchange for cash and Series F Convertible Preferred Stock.
On Stock Titan, these filings are complemented by AI-powered summaries that highlight the core terms of each document, such as maturity dates, conversion features, licensing scopes and asset sale considerations. Users can quickly scan 10-K and 10-Q references incorporated into the S-1, review 8-K event descriptions, and examine details of insider-related financing structures or equity issuances. This makes it easier to understand how Odyssey structures its medical device development activities, manages its balance sheet and discloses significant corporate events through the SEC’s EDGAR system.
Odyssey Health, Inc. entered into several note amendments to push out upcoming debt maturities. On January 30, 2026, the company signed four Amendment No. 12 agreements with two directors and two officers to extend the maturity of their Convertible Promissory Notes to January 31, 2027.
On the same date, Odyssey amended a Convertible Promissory Note with LGH Investments, LLC (Amendment No. 11) to extend its maturity to April 30, 2026. It also amended a Promissory Note with accredited investor Jonathan Lutz (Amendment No. 5) to extend maturity to January 31, 2027, and a Promissory Note with accredited investor Peter J. D’Arruda (Amendment No. 2, entered February 2, 2026 and effective January 31, 2026) to the same January 31, 2027 date. Forms of these amendments are filed as exhibits.
Odyssey Health Inc. is registering 18,000,000 shares of common stock for resale by Mast Hill Fund, L.P. These shares relate to the conversion of a $2,262,000 Maintenance Agreement convertible promissory note, a $500,000 purchase agreement note, and the exercise of a warrant for 1,538,461 shares, all convertible or exercisable at a 15% discount to the lowest volume weighted average price over the prior 10 trading days. Odyssey will not receive proceeds from Mast Hill Fund’s resale of these shares, but may receive up to $25,000,000 in gross proceeds over time from selling common stock to Mast Hill Fund under a Securities Purchase Agreement, plus warrant exercise proceeds. As of December 17, 2025, Odyssey had 99,853,763 common shares outstanding, and if all 18,000,000 registered shares were issued they would represent about 15% of the then-outstanding stock. The company warns that these arrangements may cause substantial dilution and that large or anticipated resales could put pressure on its OTCQB-traded share price.
Odyssey Health Incorporated has filed a prospectus covering the resale of up to 18,000,000 shares of common stock by Mast Hill Fund, L.P. These shares may be issued upon conversion of a $2,262,000 Maintenance Agreement convertible promissory note, a $500,000 Securities Purchase Agreement note tranche, and the exercise of warrants for 1,538,461 shares at
Odyssey Health reported another loss-making quarter with no revenue as its medical devices remain in development. For the three months ended October 31, 2025, the company posted a net loss of $483,447, an improvement from $1,018,906 a year earlier, helped by lower general and administrative costs and a non-cash gain of $422,419 from revaluing a derivative liability.
Liquidity remains very weak. Cash was only $25,586 and current liabilities were $7,298,810, resulting in a working capital deficit and stockholders’ deficit of $7,155,188 as of October 31, 2025. Management states there is substantial doubt about the company’s ability to continue as a going concern without additional capital.
To fund operations, Odyssey relies heavily on high-cost debt and convertible instruments, including promissory notes and securities purchase agreements with Mast Hill Fund L.P. and other investors, which carry double‑digit interest and equity conversion features. Subsequent to quarter-end, Odyssey added a $2,262,000 convertible maintenance note and a new Mast Hill facility with up to $25 million in principal, further increasing potential dilution while expanding access to funding. The company also signed a technology sub‑license for BreastCheck®, adding a third development-stage asset.
Odyssey Health, Inc. (ODYY) Schedule 13G/A shows a significant shareholder position by individual investor Jonathan D. Lutz. He reports beneficial ownership of 7,239,595 shares of Odyssey Health common stock, representing 7.3% of the outstanding class. Lutz, a U.S. citizen, has sole power to vote and dispose of all these shares, with no shared voting or dispositive power. He certifies that the securities were not acquired and are not held for the purpose of changing or influencing control of the company, indicating a passive investment status under the applicable SEC rules.
Odyssey Health, Inc. entered a long-term Maintenance Agreement with Mast Hill Fund under which Odyssey will provide facility services through the first business day of February 2034. Mast Hill or its designee will pay service fees totaling approximately $245,000 per year.
In exchange for these fees, Odyssey issued Mast Hill a $2,262,000 convertible promissory note bearing 10% annual interest and maturing on November 13, 2026, convertible into common stock at 85% of the lowest volume weighted average price over the preceding 10 trading days. Odyssey will remit net service fees to Mast Hill as payments on this note.
Odyssey also signed a Securities Purchase Agreement allowing issuance of a convertible note of up to $25,000,000 in multiple tranches with a 10% original issue discount, implying maximum proceeds of $22,250,000 before costs, convertible on the same 85% VWAP formula. The first $500,000 tranche delivered net proceeds of $437,500 and included Warrants for 1,538,461 shares at $0.001 per share, with a requirement to have an effective registration statement within 60 days of each tranche.
Odyssey Health (OTC: ODYY) filed its annual report for the year ended July 31, 2025. The company remains a development-stage medical products business with no FDA-cleared or approved products and no commercial revenue. Management discloses substantial doubt about its ability to continue as a going concern.
As of July 31, 2025, current liabilities were $7,004,421 against current assets of $49,723, resulting in a working capital deficit of $6,954,698. Net loss allocable to common stockholders was $1,742,691 for the period, and the accumulated deficit reached $62,745,837. The aggregate market value of non‑affiliate equity was $1,770,764 as of January 31, 2025, based on a $0.0215 last sale price. Shares outstanding were 99,853,763 as of October 29, 2025.
The portfolio includes CardioMap (heart monitoring) and the Save‑A‑Life choking rescue device; neither has FDA clearance or approval. Due to funding constraints, Save‑A‑Life is prioritized, while CardioMap development is suspended in the near term. The company reports two employees and plans to rely on third‑party partners for manufacturing and distribution if products are cleared.
Odyssey Health, Inc. entered into a Master Technology and Sub-license Agreement with NeuRX Health, Inc., securing exclusive, worldwide rights to BreastCheck®, a non-invasive test for breast abnormalities. The definitive agreement, managed through subsidiary Odyssey Medical Devices, Inc., is subject to certain closing conditions.
The agreement includes customary representations, warranties, covenants, and mutual indemnification, and contemplates customary ancillary documents at closing. The company highlighted risks tied to development and commercialization timelines, funding needs, and intellectual property protection. On October 16, 2025, Odyssey issued a press release announcing the signing; it is filed as Exhibit 99.1, with the agreement as Exhibit 10.1.
Odyssey Health, Inc. reported that on October 9, 2025 it entered into Amendment No. 6 to its promissory note issued on December 13, 2022 with Mast Hill Fund, L.P.
Under this amendment, the maturity date of the promissory note is extended to April 30, 2026, giving the company more time before the debt comes due. The amendment also deletes Section 4.16 titled “Amortization Payments” in its entirety, while all other terms and conditions of the note remain the same.