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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): November 24, 2025
QHSLab,
Inc.
(Exact
Name of Registrant as Specified in its Charter)
0-19041
(Commission
File No.)
| Nevada |
|
30-1104301 |
(State
of
Incorporation) |
|
(I.R.S.
Employer
Identification
No.) |
| |
|
|
901
Northpoint Parkway Suite 302 West Palm Beach
FL
33407 |
|
33407 |
| (Address
of Principal Executive Offices) |
|
(ZIP
Code) |
Registrant’s
telephone number, including area code: (929) 379-6503
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(g) of the Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Common
Stock, $0.0001 par value |
|
USAQ |
|
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
November 24, 2025, QHSLab, Inc. (the “Company”), sent a letter to its shareholders, a copy of which is attached as Exhibit
99.1.
The
information in the press release annexed as Exhibit 99.1 to this Current Report on Form 8-K (including the exhibit) is furnished pursuant
to Item 7.01 and shall not be deemed to be “filed” for the purpose 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 it be deemed incorporated
by reference into any filing by the Company under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general
incorporation language in such filing, unless expressly incorporated by specific reference in such filing. This Current Report on Form
8-K will not be deemed an admission as to the materiality of any information in the Report that is required to be disclosed solely by
Regulation FD.
We
do not have, and expressly disclaim, any obligation to release publicly any updates or any changes in our expectations or any change
in events, conditions, or circumstances on which any forward-looking statement is based.
We
use, and will continue to use, our website (https://usaqcorp.com), press releases, and various social media channels, including our Twitter
account (https://twitter.com/qhslabinc), LinkedIn account (https://www.linkedin.com/company/65407282/), Facebook account
(https://www.facebook.com/QHSLabs) and Instagram account (https://www.instagram.com/qhslabs/) as additional means of disclosing
public information to investors, the media and others interested in the Company. It is possible that certain information we post on our
website, disseminate in press releases and on social media could be deemed to be material information, and we encourage investors, the
media and others interested in the Company to review the business and financial information that we post on our website, disseminate
in press releases and on the social media channels identified above, as such information could be deemed to be material information.
Item
9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d)
Exhibits.
The
exhibits listed in the following Exhibit Index are filed as part of this Current Report on Form 8-K.
| Exhibit
No. |
|
Description |
| 99.1 |
|
Letter to shareholders dated November 24, 2025 |
| 104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant
to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this current report to be signed
on its behalf by the undersigned, thereunto duly authorized.
| Date:
November 24, 2025 |
|
| |
|
|
| QHSLab,
Inc. |
|
| |
|
|
| |
/s/
Troy Grogan |
|
| Name: |
Troy
Grogan |
|
| Title: |
CEO
and Chairman |
|
