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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of report (Date of earliest event reported): July 8, 2026
ZEO SCIENTIFIX, INC.
(Exact name of registrant as specified in its charter)
| Nevada |
|
000-55008 |
|
47-4180540 |
(State or Other Jurisdiction
of Incorporation) |
|
(Commission
File Number) |
|
(IRS Employer
Identification No.) |
|
3321 College Avenue, Suite 246
Davie, Florida |
|
33314 |
| (Address of Principal Executive Offices) |
|
(Zip Code) |
Registrant’s telephone number, including area code: (888) 963-7881
(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 |
|
Name of each exchange on which registered |
| None |
|
N/A |
|
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. ☐
As used in this Current Report
on Form 8-K (this “Current Report”), and unless otherwise indicated, the terms “the Company,” “ZEO,”
“we,” “us” and “our” refer to Zeo ScientifiX, Inc.
Item
2.02 Results of Operations and Financial Condition.
The
disclosure set forth in Item 7.01 of this Current Report is incorporated herein by reference.
Item
7.01 Regulation FD Disclosure.
On
January 13, 2026, the Company issued a press release announcing that it had reported exceptional year-over-year revenue growth, stronger
gross margins, and improved operating performance in its recently filed Form 10-Q for the Quarter ended April 30, 2026.
A
copy of the press release is included with this Current Report as Exhibit 99.1.
Regulation
FD Disclosure
The
information set forth in Items 2.02 and 7.01 of this Current Report and in the press release included
as Exhibit 99.1 to this Current Report is deemed to be “furnished” and shall not be deemed to be “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject
to the liabilities of that Section. The information set forth in Items 2.02 and 7.01 of this Current
Report and in the press release included as Exhibit 99.1 to this Current Report shall not be deemed incorporated by
reference into any filing under the Exchange Act or the Securities Act of 1933, as amended (the “Securities Act”),
regardless of any general incorporation language in such filing.
Forward-Looking
Statements
This
Current Report and the press release included as Exhibit 99.1 to this Current Report contains statements which should
be considered forward-looking statements within the meaning of the Securities Act, the Exchange Act and the Private Securities Litigation
Reform Act of 1995. These forward-looking statements involve known and unknown risks and uncertainties. Although the Company believes
that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks, and uncertainties,
and these expectations may prove to be incorrect. Actual results could vary dramatically. You should not place undue reliance on forward-looking
statements. ZEO has no intention and specifically disclaims any duty to update the information in this press release.
Item 9.01 Financial Statements and Exhibits.
| Exhibit No. |
|
Description |
| 99.1 |
|
Press Release, dated July 8, 2026 |
| 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.
| Dated: July 8, 2026 |
ZEO SCIENTIFIX, INC. |
| |
|
|
| |
By: |
/s/ Ian T. Bothwell |
| |
|
Ian T. Bothwell
Chief Executive Officer and Chief Financial Officer |
Exhibit 99.1
ZEO ScientifiX Reports Strong Revenue Growth Of For Three Months and Six Months Ended April 30, 2026
Company reports revenue growth of 124.6% for the quarter ended April 30, 2026 and 79.9% for the six months ended April 30, 2026, as compared to the same periods one year earlier as commercial momentum accelerates across its regenerative biologics portfolio.
DAVIE,
FLORIDA — July 8, 2026 — ZEO ScientifiX, Inc. (OTCQB: ZEOX) (“ZEO ScientifiX” or the “Company”),
a biologics research and products company advancing regenerative medicine, physician education, and next-generation biologic technologies,
today announced that it had reported exceptional year-over-year revenue growth, stronger gross margins, and improved operating performance
in its recently filed Form 10-Q for the Quarter ended April 30, 2026 (the “Form 10-Q”).
In the Form 10-Q, the Company provided the following information:
“Revenues. Our revenues for the three months ended April 30, 2026 were $2,581,000, as compared to revenues of $1,149,000 for the three months ended April 30, 2025. The increase in revenues for the three months ended April 30, 2026 of $1,432,000 or 124.6%, was due primarily to overall increases in revenues associated with its allogenic biologic products during the three months ended April 30, 2026, as compared to the three months ended April 30, 2025.
Revenues. Our revenues for the six months ended April 30, 2026 were $4,027,000, as compared to revenues of $2,239,000 for the six months ended April 30, 2025. The increase in revenues for the six months ended April 30, 2026 of $1,788,000 or 79.9%, was due primarily to overall increases in revenues associated with its allogenic biologic products during the six months ended April 30, 2026, as compared to the six months ended April 30, 2025.”
The
Company’s three and six month performance reflects significant commercial acceleration across its regenerative biologics portfolio,
driven by increased demand for stem-cell-focused biologic products in the state of Florida, continued growth in allogenic product sales,
expanded physician adoption of its therapeutics, and broader awareness of ZEO’s biologic technologies through physician
education, conferences, and other commercial initiatives.
ZEO ScientifiX maintained gross margins of approximately 80.0% during the six-month periods April 30, 2026 and 2025, while reducing its net loss to approximately $1.0 million during the six months ended April 30, 2026, compared to a net loss of approximately $2.6 million during the same period in 2025.
“Our results for the recently reported six months ended April 30, 2026 marks an important inflection point for ZEO ScientifiX,” said Ian Bothwell, Chief Executive Officer of ZEO ScientifiX. “We are seeing meaningful growth momentum across the business as more physicians look to ZEO as a trusted supplier and educational partner for their regenerative medicine. Our team has worked relentlessly on safety, research and quality, all helping to expand awareness, strengthen relationships, and support the safe and responsible adoption of stem-cell-focused and allogenic biologic technologies. We expect the foundation we are building today will provide ZEO with continued opportunities to expand.”
For
additional information, complete financial results, and investor resources, please visit ZEO ScientifiX’s Investor Relations
page and review the Form 10-Q as filed with the U.S. Securities and Exchange Commission.
About ZEO ScientifiX (OTCQB: ZEOX)
ZEO ScientifiX, Inc. (OTCQB: ZEOX) is an SEC-reporting, clinical-stage biopharmaceutical company focused on the research, development, and manufacturing of regenerative biologics. Operating out of Nova Southeastern University’s Center of Collaborative Research, the Company translates emerging science into scalable clinical solutions. ZEO ScientifiX supplies clinicians seeking to drive clinical excellence and sustainable practice growth through its cutting-edge biologics and regenerative therapies. For more information, visit https://zeoscientifix.com.
Forward-Looking Statements
Certain statements contained in this press release should be considered forward-looking statements within the meaning of the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve known and unknown risks and uncertainties. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks, and uncertainties, and these expectations may prove to be incorrect. Actual results could vary dramatically. ZEO has no intention and specifically disclaims any duty to update the information in this press release.
Media Contact
ZEO ScientifiX, Inc.
Ivana Vega
Public Relations
ivega@zeoscientifix.com
