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Polomar Health Services, Inc. reports a sharp scale-up of its compounding pharmacy business for the quarter ended June 30, 2026. Revenue rose to $1,528,705 for the quarter and $2,534,224 for the first six months of 2026, compared with very limited activity in 2025, driven by prescription fulfillment for compounded GLP‑1 therapies and other medications. Gross margin was about 61% for the quarter and 59% year‑to‑date, supporting a six‑month net income of $174,981 and positive operating cash flow of $155,682.
The balance sheet remains highly leveraged: total assets were $814,726 against liabilities of $1,871,123, leaving a stockholders’ deficit of $1,056,397 and an accumulated deficit of $13,526,169. Management explicitly concludes that substantial doubt exists about the company’s ability to continue as a going concern absent additional capital and sustained revenue growth. Revenue and receivables are highly concentrated in a single U.S. customer, CareValidate. The company also relies on several related‑party lenders and vendors, and a related party controls roughly 49% of voting power.
Governance and compensation structures are evolving: a new Executive Chairman, CFO, and independent directors were appointed, a Special Committee was formed to review related‑party acquisitions, and the equity plan’s evergreen feature was reduced. A prior merger agreement with Altanine and a Pinata IP license were terminated, and the inhaled sildenafil program under the ForHumanity agreement is in dispute; management currently views potential loss as remote. Management reports material weaknesses in internal control over financial reporting, including inadequate segregation of duties and limited GAAP/SEC expertise, and has begun remediation steps.
Polomar Health Services, Inc. filed Amendment No. 1 updating its July 1, 2026 current report on significant governance changes. As of 12:01 a.m. EDT on July 1, directors David Spiegel and Terrence M. Tierney resigned from the board, with Mr. Tierney continuing as Interim Chief Executive Officer. The company states that neither resignation resulted from any disagreement regarding operations, policies or practices.
On the same date the board set its size at five directors and elected George Hornig (now Executive Chairman), Alexandra Peterson, Gabrielle Toledano and George Caruolo, reconstituted all board committees, and formed a Special Committee of independent directors to evaluate a proposed acquisition of intellectual property from entities affiliated with Series A Convertible Preferred holders; the full board will not approve any such transaction without the Special Committee’s favorable recommendation. The board also appointed Timothy M. Papp as Secretary and General Counsel, reduced the equity plan’s automatic annual evergreen share increase from 10% to 3% of outstanding common stock beginning January 1, 2027, and adopted Amended and Restated Bylaws updating director election standards, meeting procedures and indemnification provisions.
Polomar Health Services, Inc. appointed Douglas Beck as Chief Financial Officer and Treasurer, effective July 15, 2026. In this role he also serves as the company’s principal financial officer and principal accounting officer, centralizing responsibility for financial reporting and accounting oversight under a single executive.
Beck, age 65, previously served as Chief Financial Officer of AiAdvertising, Inc., ShiftPixy, Inc., and Beyond Air Inc., and earlier consulted for Beyond Air. He holds a Bachelor of Science in Accounting from Fairleigh Dickinson University and is a licensed Certified Public Accountant. The company states there are no appointment-related arrangements, family relationships, or related-party transactions requiring disclosure in connection with his role.
Polomar Health Services, Inc. changed audit firms when its Audit Committee dismissed GreenGrowth CPAs as independent registered public accounting firm effective July 8, 2026. GreenGrowth’s reports on the company’s 2024 and 2025 financial statements were unqualified, and the company states there were no disagreements or reportable events.
On the same date, the Audit Committee approved and the Board ratified the appointment of Haskell & White LLP as the new independent registered public accounting firm, subject to completion of standard client acceptance procedures and an engagement letter. Haskell & White will audit the fiscal year ending December 31, 2026 and review unaudited interim financial information beginning with the quarter ended June 30, 2026. A July 13, 2026 letter from GreenGrowth to the SEC is included as an exhibit.
Polomar Health Services, Inc. reported major governance changes effective July 1, 2026. Two directors, David Spiegel and Terrence M. Tierney, resigned from the board, with Tierney continuing as Interim Chief Executive Officer. Four new directors were elected, expanding the board to five members and rebalancing committee leadership, while a Lead Independent Director role was created.
The board formed a two-member independent Special Committee to evaluate a proposed acquisition of intellectual property and related assets from entities affiliated with Series A Convertible Preferred Stock holders, and the board will act only on the committee’s favorable recommendation. The company also appointed George Hornig as Executive Chairman, Tierney as principal executive officer, and Timothy M. Papp as Secretary and General Counsel.
The equity and incentive compensation plan was amended and restated to reduce the automatic annual evergreen increase in authorized shares from 10% to 3% of common stock outstanding from January 1, 2027 onward, and renamed the Polomar Health Services, Inc. 2026 Equity and Incentive Compensation Plan. Amended and Restated Bylaws were adopted, updating board size parameters, adopting a majority voting standard in uncontested elections, setting advance notice procedures for stockholder actions, formalizing the Executive Chairman role, permitting remote meetings and written consents, and enhancing indemnification and expense advancement for directors and officers.
Polomar Health Services, Inc. has terminated its planned merger with Altanine, Inc. The companies entered a Termination Agreement and Mutual Release under which the amended merger agreement was ended in full as of June 12, 2026, after deciding the deal was no longer in the best interests of their corporations and shareholders.
The same Termination Agreement also ends Polomar’s Know How and Patent License Agreement with Pinata Holdings, Inc., a wholly owned Altanine subsidiary, effective June 12, 2026. Polomar may continue to sell, distribute, or dispose of products developed under that patent license until September 7, 2026.
POLOMAR HEALTH SERVICES, INC. submitted a Form 12b-25 notifying the SEC of a late Form 10-Q for the quarter ended March 31, 2026 because it could not timely compile required quarterly financial statements.
The filing discloses revenues of $1,005,519 for the three months ended March 31, 2026, versus $4,542 in the prior-year quarter, operating expenses of $575,850, and a net loss of $25,379. Management attributes revenue growth to a change from a retail to a wholesale business model and cites increased fulfillment of sterile compounded drug prescriptions. The company states it is working to complete and file the Quarterly Report as soon as possible.
Polomar Health Services is moving its merger with Altanine forward by waiving several closing conditions in their Merger Agreement. These include prior requirements for S-4 effectiveness, Nasdaq listing approval, a minimum $25 million Equity Credit Line, a reverse stock split to $10.00 per share, and completion of a concurrent financing.
The parties also amended Section 6.2(e) so Polomar will deliver audited financial statements for the years ended December 31, 2025 and December 31, 2024, prepared under U.S. GAAP by a PCAOB-registered firm and suitable for SEC filings.
Separately, CEO Terrence M. Tierney agreed that, upon closing of the merger, he will step down as CEO, President and Secretary and become Executive Vice President and Chief Operating Officer. His base salary is retroactively set at $19,000 per month from November 1, 2025, with a possible $5,000 monthly increase if certain requirements are met. His annual bonus becomes discretionary and tied to key performance indicators, he receives 500,000 additional nonqualified stock options, and severance for termination without cause or for good reason becomes four months of base salary plus a pro-rata share of the prior year’s bonus.
Polomar also consents to Altanine granting a security interest over all assets of its subsidiary Pinata Holdings and all Altanine assets, including deposit accounts, to CWR 1, LLC, an affiliate of both Polomar and Altanine, in connection with a modified note.
Polomar Health Services, Inc. files its annual report describing a development-stage specialty compounding pharmacy focused on GLP-1 weight-loss drugs, erectile dysfunction treatments and future inhaled formulations. The company reports substantial operating losses, limited operating history and insufficient capital, raising doubt about its ability to continue as a going concern.
Polomar relies on telehealth partners and its own planned SlimRx online platform, with key product launches pushed into late 2026 and a major marketing partner suspending sales and seeking to terminate a distribution agreement. A planned merger with Altanine would shift roughly 80% of future equity to Altanine holders and further dilute existing shareholders.