HIT 8-K
Health In Tech, Inc. (HIT)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
Current Report
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
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Item 1.01 Entry into a Material Definitive Agreement.
On March 27, 2026, Health In Tech, Inc., a Nevada corporation (the “Company”), issued a press release announcing the closing of its previously announced private investment in public equity financing, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference herein. The information furnished in Exhibit 99.1 hereto shall not be considered “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, nor shall it be incorporated by reference into future filings by the Company under the Securities Act of 1933, as amended, or under the Exchange Act, unless the Company expressly sets forth in such future filings that such information is to be considered “filed” or incorporated by reference therein.
Forward-Looking Statements
Certain statements in this Current Report on Form 8-K or in the accompanying exhibits are forward-looking statements for purposes of the safe harbor provisions under the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements may include estimates or expectations about Health In Tech’s possible or assumed operational results, financial condition, business strategies and plans, market opportunities, competitive position, industry environment, and potential growth opportunities. In some cases, forward-looking statements can be identified by terms such as “may,” “will,” “should,” “design,” “target,” “aim,” “hope,” “expect,” “could,” “intend,” “plan,” “anticipate,” “estimate,” “believe,” “continue,” “predict,” “project,” “potential,” “goal,” or other words that convey the uncertainty of future events or outcomes. These statements relate to future events or to Health In Tech’s future financial performance, and involve known and unknown risks, uncertainties and other factors that may cause Health In Tech’s actual results, levels of activity, performance, or achievements to be different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. You should not place undue reliance on forward-looking statements because they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond Health In Tech’s control and which could, and likely will, affect actual results, levels of activity, performance or achievements. Some of the risks and uncertainties, although not all risks and uncertainties, that could cause the Company’s actual results to differ materially from those presented in its forward-looking statements are set forth in the “Risk Factors” section in the Company’s Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q, and all of its other filings with the SEC, as such risks, uncertainties and other important factors may be updated from time to time in the Company’s subsequent reports. Any forward-looking statement reflects Health In Tech’s current views with respect to future events and is subject to these and other risks, uncertainties and assumptions relating to Health In Tech’s operations, results of operations, growth strategy and liquidity. Health In Tech undertakes no obligation to update any forward-looking statements, except as required by law.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits:
| Exhibit No. | Description | |
| 99.1 | Press release dated March 27, 2026. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
1
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: March 27, 2026 | ||
| HEALTH IN TECH, INC. | ||
| By: | /s/ Tim Johnson | |
| Name: | Tim Johnson | |
| Title: | Chief Executive Officer | |
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Exhibit 99.1
Health In Tech Announces Closing of $7.0 Million Private Placement
Stuart, FL., March 27, 2026 /PRNewswire/ — Health In Tech, Inc. (Nasdaq: HIT) (“Health In Tech” or the “Company”), an AI-enabled InsurTech platform company, today announced the closing of its previously announced private investment in public equity financing (the “PIPE”), resulting in gross proceeds of approximately $7.0 million before deducting placement agent fees and offering expenses.
The PIPE included participation from institutional investors and accredited investors. The Company issued an aggregate of 5,600,000 shares of common stock at a price of $1.25 per share.
Craig-Hallum Capital Group LLC acted as the sole placement agent for the PIPE. Loeb & Loeb LLP acted as counsel to the Company. Faegre Drinker Biddle & Reath LLP acted as counsel to the placement agent.
Strengthening Financial Flexibility to Support Strategic Growth
“This financing strengthens our ability to accelerate the next phase of our platform development,” said Tim Johnson, Chief Executive Officer of Health In Tech. “The additional capital will support key technology initiatives and help us bring new product capabilities to market that our clients have been actively requesting. As we continue expanding the functionality of our platform, we believe it will deepen customer engagement and support sustained, scalable revenue growth.”
Use of Proceeds
The Company intends to use the net proceeds from the private placement for:
| ● | Expansion of sales distribution |
| ● | Advance technology development |
| ● | Support new product development |
| ● | General corporate purposes and working capital |
“In addition, the transaction introduces new long-term institutional investors to our shareholder base,” said Julia Qian, Chief Financial Officer of Health In Tech. “We believe this will enhance market visibility and support our broader capital markets strategy while providing flexibility to continue investing in our technology and growth initiatives.”
The securities described above are being offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and/or Regulation D promulgated thereunder, and have not been registered under the Securities Act or applicable state securities laws. Accordingly, the securities issued in the PIPE may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws. Pursuant to a registration rights agreement with the PIPE investors, the Company has agreed to file a resale registration statement with the Securities and Exchange Commission registering the resale of the shares of Class A common stock described above.
Use of Forward-Looking Statements
Certain statements in this press release are forward-looking statements for purposes of the safe harbor provisions under the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements may include estimates or expectations about Health In Tech’s possible or assumed operational results, financial condition, business strategies and plans, market opportunities, competitive position, industry environment, and potential growth opportunities. In some cases, forward-looking statements can be identified by terms such as “may,” “will,” “should,” “design,” “target,” “aim,” “hope,” “expect,” “could,” “intend,” “plan,” “anticipate,” “estimate,” “believe,” “continue,” “predict,” “project,” “potential,” “goal,” or other words that convey the uncertainty of future events or outcomes. These statements relate to future events or to Health In Tech’s future financial performance, and involve known and unknown risks, uncertainties and other factors that may cause Health In Tech’s actual results, levels of activity, performance, or achievements to be different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. You should not place undue reliance on forward-looking statements because they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond Health In Tech’s control and which could, and likely will, affect actual results, levels of activity, performance or achievements. Any forward-looking statement reflects Health In Tech’s current views with respect to future events and is subject to these and other risks, uncertainties and assumptions relating to Health In Tech’s operations, results of operations, growth strategy and liquidity. Health In Tech undertakes no obligation to update any forward-looking statements, except as required by law.
About Health In Tech
Health In Tech, Inc. (Nasdaq: “HIT”) is an AI-enabled InsurTech platform company, which offers a marketplace that improves processes in the health insurance industry through vertical integration, process simplification, and automation. By removing friction and complexities, we streamline the underwriting, sales and service process for insurance companies, licensed brokers, Managing General Underwriter (MGUs) and third-party administrators (“TPAs”). Health In Tech’s platform serves as a marketplace for brokers, TPAs, MGUs and carriers to access self-funded health insurance for employers, providing functions including customized self-funded health plans, bindable stop-loss quotes, AI-enabled underwriting, claims administration and reporting integration.
Investor Contact:
Health In Tech Investor Relations
The Equity Group
Kalle Ahl, CFA
T: (303) 953-9878
Devin Sullivan, Managing Director