Standard Dental Labs (TUTH) raises $200,000 via private convertible note financing

Rhea-AI Filing Summary

Standard Dental Labs Inc. reported a private financing transaction involving a convertible note. On January 21, 2025, the company issued a convertible note with a principal amount of $200,000 to an existing investor, receiving $200,000 in cash proceeds.

Ninety days after issuance, the note’s principal plus any accrued and unpaid interest may be converted, at the holder’s option, into shares of the company’s common stock at a conversion price of $0.06 per share. The securities were issued in a private offering under Rule 506(b) of Regulation D and Section 4(a)(2) of the Securities Act.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 1-U

CURRENT REPORT PURSUANT TO REGULATION A

Date of Report (Date of Earliest Event Reported):

January 30, 2026 (January 21, 2026)

Standard Dental Labs Inc.
(Exact name of issuer as specified in its Certificate of Formation)
Nevada	88-0411500
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
424 E Central Blvd #308, Orlando, FL 32801, USA
(Full mailing address of principal executive offices)
407-789-1923
(Issuer’s telephone number)

Common Stock

(Title of each class of securities issued pursuant to Regulation A)

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Item 8. Certain Unregistered Sales of Equity Securities

On January 21, 2025, the Company closed a private placement of a convertible note of the Company to an investor with whom the Company had a pre-existing relationship. Pursuant to the private placement the Company issued $200,000 in principal amount of a convertible note of the Company (the “Convertible Note”) in consideration of payment by the investor to the Company of the cash purchase price of $200,000. Ninety (90) days following the date of issuance, the principal plus any accured and unpaid interest of the Convertible Note is convertible, in whole or in part, at the option of the holder into shares of common stock of the Company at a conversion price of $0.06 per share. The Convertible Notes were issued to the investor pursuant to Rule 506(b) of Regulation D under the Securities Act and Section 4(a)(2) thereof.

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SIGNATURES

Pursuant to the requirements of Regulation A, the issuer has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

STANDARD DENTAL LABS INC.

By:   /s/ James D. Brooks                        

      James D. Brooks

      President

Date:     January 30, 2026

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FAQ

What financing did Standard Dental Labs Inc. (TUTH) report in this 1-U filing?

Standard Dental Labs Inc. reported a private placement of a $200,000 convertible note. The company received $200,000 in cash from an existing investor, providing additional funding through a debt instrument that may later convert into common stock at a set price.

What are the key terms of Standard Dental Labs’ $200,000 convertible note?

The convertible note has a $200,000 principal amount and can convert into common stock at $0.06 per share. Conversion is allowed, at the holder’s option, starting ninety days after issuance and includes both principal and any accrued, unpaid interest.

When can the Standard Dental Labs (TUTH) convertible note start converting into shares?

Conversion is permitted ninety days after the note’s issuance date. At that point, the holder may, at their option, convert the principal plus any accrued and unpaid interest into shares of Standard Dental Labs’ common stock at a fixed $0.06 per share price.

How many Standard Dental Labs shares could the $200,000 note convert into at $0.06 per share?

At a $0.06 per share conversion price, the $200,000 principal corresponds to a significant number of potential shares. The exact number of shares ultimately issued will depend on whether the holder elects conversion and the amount of accrued interest included.

Under which securities law exemptions was the Standard Dental Labs note issued?

The convertible note was issued under Rule 506(b) of Regulation D and Section 4(a)(2) of the Securities Act. These provisions allow private offerings to qualified investors without registering the securities publicly, subject to specific regulatory conditions and limitations.

Who purchased the Standard Dental Labs (TUTH) convertible note and what was their relationship?

The buyer was an investor with whom Standard Dental Labs had a pre-existing relationship. This existing relationship aligns with the private placement structure and is consistent with offerings conducted under Rule 506(b) and Section 4(a)(2) exemptions from registration.