Wellgistics ends $50M equity line, president exits

Wellgistics Health, Inc. reports two major corporate updates.

Rhea-AI Filing Summary

Wellgistics Health, Inc. reports two major corporate updates. The company terminated its equity purchase agreement with Hudson Global Ventures, which had allowed it to direct the investor to buy up to $50,000,000 of Wellgistics common stock, and states that it incurred no termination fees or penalties when it ended this financing arrangement.

The company also discloses that on August 8, 2025, President and director Prashant Patel resigned from both roles, with his employment agreement ending the same day. His resignation is described as not arising from any dispute or disagreement over operations, policies, or practices. Wellgistics further notes press releases announcing the launch of its XRP Implementation Program and the termination of the equity line facility.

Insights

Corporate finance and governance analyst

Wellgistics loses a $50M equity backstop and its president on the same week.

Wellgistics Health, Inc. had an equity purchase agreement giving it the right to direct Hudson Global Ventures to buy up to $50,000,000 of common stock, which functioned as a potential equity financing source. The company has now elected to terminate this agreement and notes that no termination fees or penalties were incurred, so there is no immediate cash cost.

The trade-off is that the company no longer has this committed equity line available, which could matter if it later seeks capital and market conditions are less favorable. In parallel, President and director Prashant Patel resigned effective August 8, 2025, and his employment agreement automatically ended. The filing states his departure is not due to any disagreement with management or the board, which reduces concern about internal conflict but still represents a meaningful leadership change.

The company also highlights the launch of its XRP Implementation Program via a press release dated August 13, 2025, and separately publicizes the termination of the equity purchase agreement on August 14, 2025. Subsequent disclosures in future company reports may clarify how Wellgistics plans to address capital needs and leadership responsibilities following these developments.

8-K Event Classification

4 items: 1.02, 5.02, 7.01, 9.01

4 items

Item 1.02 Termination of a Material Definitive Agreement Business

A significant contract was terminated, which may affect business operations or revenue.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

FAQ

What financing agreement did Wellgistics Health (WGRX) terminate?

Wellgistics Health, Inc. terminated its equity purchase agreement with Hudson Global Ventures, LLC, which had allowed the company to direct the investor to purchase up to $50,000,000 of its common stock upon satisfaction of certain conditions.

Did Wellgistics Health (WGRX) incur any fees for ending the $50 million equity line?

No. The company states that it did not incur any termination fees or penalties as a result of terminating the equity purchase agreement with Hudson Global Ventures, LLC.

Which executive resigned from Wellgistics Health (WGRX) and when?

On August 8, 2025, Prashant Patel advised Wellgistics Health, Inc. that he was resigning effective immediately from his roles as the company’s President and as a member of the board of directors.

Was Prashant Patel’s resignation from Wellgistics Health (WGRX) due to a disagreement?

The company states that Mr. Patel’s decision to resign was not the result of any dispute or disagreement with the company, its management, or its board of directors regarding operations, policies, or practices.

What happened to Prashant Patel’s employment agreement with Wellgistics Health (WGRX)?

As a result of Mr. Patel’s resignation on August 8, 2025, his employment agreement with Wellgistics Health, Inc. automatically terminated as of that date.

What new program did Wellgistics Health (WGRX) announce?

Wellgistics Health, Inc. issued a press release on August 13, 2025 announcing the launch of its XRP Implementation Program, which is included as Exhibit 99.1 to the report.

How did Wellgistics Health (WGRX) communicate the termination of the equity purchase agreement?

The company issued a press release on August 14, 2025 announcing the termination of the equity purchase agreement with Hudson Global Ventures, LLC; this release is filed as Exhibit 99.2 and is described as furnished, not filed, for Exchange Act purposes.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 08/14/2025 - 04:20 PM Learn about SEC filing dates

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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 8, 2025

WELLGISTICS HEALTH, INC.

(Exact name of registrant as specified in its charter)

Delaware		001-42530		93-3264234
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

3000 Bayport Drive

Suite 950

Tampa, FL 33607

(Address of principal executive officers) (Zip Code)

(844) 203-6092

(Registrant’s telephone number, including area code)

Not applicable

(Former name or former address, if changed since last report)

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
Common Stock, par value $0.0001 per share		WGRX		The Nasdaq Stock Market LLC

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 1.02. Termination of a Material Definitive Agreement.

As previously disclosed, on April 9, 2025 Wellgistics Health, Inc. (the “Company”) entered into an equity purchase agreement (the “ELOC Purchase Agreement”) with Hudson Global Ventures, LLC (the “Investor”), pursuant to which the Company had the right, but not the obligation, to direct the Investor to purchase up to $50,000,000 in shares of the Company’s common stock upon satisfaction of certain terms and conditions contained in the ELOC Purchase Agreement.

On August 13, 2025, the Company delivered written notice to the Investor of its election to terminate the ELOC Purchase Agreement, pursuant to Section 10.5 thereof, and abandoned the transactions contemplated thereby. The Company did not incur any termination fees or penalties as a result of terminating the ELOC Purchase Agreement.

The foregoing description of the ELOC Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the ELOC Purchase Agreement, which was filed as an exhibit to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on April 11, 2025, and which is incorporated by reference herein.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 8, 2025, Prashant Patel advised the Company that he was resigning from his position as the Company’s President and a member of the board of directors effective immediately. Mr. Patel’s decision to resign is not the result of any dispute or disagreement with the Company, the Company’s management or the Company’s board of directors on any matter relating to the Company’s operations, policies, or practices.

As a result of Mr. Patel’s resignation, his employment agreement with the Company automatically terminated as of August 8, 2025.

Item 7.01. Regulation FD Disclosure.

On August 13, 2025, the Company issued a press release announcing the launch of its XRP Implementation Program. The press release is filed as Exhibit 99.1 hereto and is incorporated herein by reference.

Additionally, on August 14, 2025, the Company issued a press release announcing the termination of the ELOC Purchase Agreement. The press release is filed as Exhibit 99.2 hereto and is incorporated herein by reference.

Each press release shall not be deemed “filed” for any purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such Section 18. The information in this Item 7.01, as well as Exhibit 99.1 and Exhibit 99.2, shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended or the Exchange Act regardless of any general incorporation language in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number		Description
99.1		Press Release by Wellgistics Health, Inc., dated August 13, 2025.
99.2		Press Release by Wellgistics Health, Inc., dated August 14, 2025.
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.

	Wellgistics Health, Inc.
Dated: August 14, 2025	By:	/s/ Mark DiSiena
		Mark DiSiena
		Chief Financial Officer