8-K

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): February 12, 2026

INTELLIGENT

BIO SOLUTIONS INC.

(Exact name of registrant as specified in its charter)

Delaware	001-39825	82-1512711
(State<br> of<br><br> <br>Incorporation)	(Commission<br><br> <br>File<br> Number)	(IRS<br> employer<br><br> <br>identification<br> no.)

135West, 41st Street, 5th Floor

NewYork, NY 10036

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (646) 828-8258

N/A

(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:

☐	Written<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement<br> 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<br> of each class	Trading<br> Symbol(s)	Name<br> of each exchange on which registered
Common<br> Stock, $0.01 par value	INBS	The<br> 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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. ☐

Item2.02 Results of Operations and Financial Condition.

On February 12, 2026, Intelligent Bio Solutions Inc. (the “Company”), issued a press release (the “Press Release”) announcing financial results for the fiscal quarter ended December 31, 2025. A copy of the Press Release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information contained herein and in the accompanying exhibits shall not be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing. The information in this report, including the exhibit hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended.

Item9.01 Financial Statements and Exhibits.

No.	Description
99.1	Press release dated February 12, 2026
104	Cover<br> 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.

Date:<br> February 12, 2026
	INTELLIGENT BIO SOLUTIONS INC.
	By:	/s/ Spiro Sakiris
	Name:	Spiro<br> Sakiris
	Title:	Chief<br> Financial Officer

Exhibit99.1

IntelligentBio Solutions Reports Record Fiscal Second Quarter Revenue Growth of 48% with Reader Sales Surging 104% Year-Over-Year

Firsthalf fiscal 2026 revenue surpasses $2 million, up 36% year-over-year

Readersales more than double to 104% year-over-year for the second quarter, demonstrating razor-razorblade model momentum

Grossprofit margins for first half fiscal 2026 increased 10% year-over-year to 49%, reflecting improved operational efficiency

Currentassets balance of $12.17 million as of December 31, 2025, including $9.40 million receivable in connection with the private placementof securities that closed on January 2, 2026.

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NEWYORK, February 12, 2026 - Intelligent Bio Solutions Inc. (Nasdaq: INBS) (“INBS” or the “Company”), a medical technology company delivering intelligent, rapid, non-invasive testing solutions, today announced its financial results and operational highlights for the fiscal second quarter and six months ended December 31, 2025, and provided a business update.

“Oursecond quarter figures demonstrate consistency and solid progress across our business,” said Harry Simeonidis, President and CEOof INBS. “Reader sales more than doubling shows market demand for our non-invasive fingerprint drug testing technology and significantlyexpands our installed base, the engine for future recurring revenue. Equally important is the 33% growth in cartridge sales, which confirmsexisting customers are actively using our system and reordering consumables. This is our razor-razorblade model working as designed -hardware placements create the foundation, and consumable sales deliver ongoing revenue. With strong year-over-year growth and first-halfrevenue exceeding $2 million, we’re building sustainable momentum as we advance our regulatory pathway toward planned U.S. marketentry.”

“Weare seeing the financial model take shape as intended,” said Spiro Sakiris, CFO of INBS. “104% reader growth in fiscal Q2is building our installed base, while 33% cartridge growth shows our recurring revenue model gaining traction. We did not get here bychance. These achievements are the result of deliberate, strategic marketing investment aimed at enhancing our market awareness. Ouroperating expense control and revenue scaling are creating the operational leverage we’ve been targeting. This is complementedby the $9.40 million net proceeds from the private placement of our securities, which funds were received on January 2, 2026, and stronglycapitalized our balance sheet. We’re investing in commercial expansion linked to results while maintaining financial discipline- a balance we believe will serve us well through fiscal 2026.”

ProductRevenue Breakdown

Three Months Ended December 31, 2025:

●	Reader<br> sales of $246,519, up 104% year-over-year
●	Cartridge<br> sales of $516,754, up 33% year-over-year
●	Other<br> sales of $133,501, up 36% year-over-year
●	Total<br> revenue of $896,774, up 48% year-over-year

Six Months Ended December 31, 2025:

●	Reader<br> sales of $533,432, up 50% year-over-year
●	Cartridge<br> sales of $1.2 million, up 38% year-over-year
●	Other<br> sales of $317,594, up 10% year-over-year
●	Total<br> revenue of $2.01 million, up 36% year-over-year

FiscalSecond Quarter 2026 and Subsequent Highlights

●	Initiated<br> additional clinical studies for FDA 510(k) submission, supporting the Company’s planned<br> entry into the multi-billion-dollar U.S. market, beyond the Forensic Use Only category.
●	Closed<br> a $10.0 million private placement with two healthcare-focused institutional investors priced<br> at-the-market under Nasdaq rules. The net proceeds receivable of $9.40 million were received<br> on January 2, 2026. The Company intends to use the proceeds for working capital and general<br> corporate purposes, including funding our 510(k) submission with the FDA and furthering international<br> market expansion.
●	Announced<br> a new manufacturing partnership expected to improve gross profit margins and drive cost efficiencies<br> across the production process, positioning INBS to benefit from improved unit economics as<br> production volumes scale. The partnership represents a strategic step toward achieving sustainable<br> margin expansion as the business grows.
●	Announced<br> a strategic alliance formed with Vlepis Pty Ltd, an Australian medical technology company<br> specializing in wearable sensing and patch technologies, positioning the Company to enter<br> the fast-growing consumer health monitoring market and broaden revenue opportunities beyond<br> commercial screening into B2B2C and direct-to-consumer channels.
●	Secured<br> a major contract with a leading industrial service provider, demonstrating continued market<br> traction and expanding the Company’s presence in safety-critical industrial sectors<br> where non-invasive drug screening delivers operational value.
●	Provided<br> an updated timeline for anticipated FDA 510(k) submission, reaffirming the Company’s<br> commitment to planned U.S. market entry and progressing through the regulatory pathway that<br> will unlock access to the biggest drug screening market in the world.

The Company generated $896,774 in revenue for the three months ended December 31, 2025, a 48% year-over-year increase. The fiscal second quarter’s performance was distinguished by strong reader sales growth of 104%, more than doubling to $246,519 from $120,787 in the same period the year prior. This substantial increase reflects accelerating market adoption and significantly expands INBS’s installed base, the foundation for generating recurring consumable revenue. Cartridge sales grew 33% year-over-year to $516,754, while accessories and training revenue increased 36% to $133,501, demonstrating strong demand across the product portfolio.

For the six months ended December 31, 2025, INBS generated $2,008,571 in total revenue, representing a 36% year-over-year increase. Reader sales increased 50% year-over-year, to $533,432, driving a significant expansion of the installed base. Cartridge sales grew 38% to $1,157,546, accounting for 58% of total revenue and reflecting strong recurring revenue momentum from the expanding customer base. Other sales increased 10% to $317,594. Gross profit margins for the first half of fiscal 2026 were 49%, up 10% from 39% the same period in 2025, driven by improved operational leverage. The strong first-half performance reflects sustained customer adoption across international markets, with the Company adding 49 new customer accounts in the 6-month period.

INBS’s proprietary fingerprint technology addresses key pain points in drug screening, including privacy and dignity, user experience, and operational efficiency, positioning the Company to capitalize on the growing global demand for non-invasive, rapid drug screening solutions. The second quarter’s reader installation surge creates a growing installed base that management believes will drive sustained cartridge demand in future periods. With proven traction throughout 27 countries and hundreds of customer accounts spanning construction, manufacturing, transportation, mining, and other safety-critical sectors, INBS has established commercial momentum as it enters the second half of fiscal 2026.

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AboutIntelligent Bio Solutions Inc.

Intelligent Bio Solutions Inc. (NASDAQ: INBS) is a medical technology company delivering intelligent, rapid, non-invasive testing solutions. The Company believes that its Intelligent Fingerprinting Drug Screening System will revolutionize portable testing through fingerprint sweat analysis, which has the potential for broader applications in additional fields. Designed as a hygienic and cost-effective system, the test screens for the recent use of drugs commonly found in the workplace, including opiates, cocaine, methamphetamine, and cannabis. With sample collection in seconds and results in under ten minutes, this technology would be a valuable tool for employers in safety-critical industries. The Company’s current customer segments outside the U.S. include construction, manufacturing and engineering, transport and logistics firms, mining, drug treatment organizations, and coroners.

For more information, visit: https://ibs.inc/

Forward-LookingStatements

Some of the statements in this release are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and the Private Securities Litigation Reform Act of 1995, and involve risks and uncertainties. Forward-looking statements in this press release include, without limitation, statements regarding Intelligent Bio Solutions Inc.’s ability to successfully develop and commercialize its drug and diagnostic tests, realize commercial benefits from its partnerships and collaborations, and secure regulatory clearance or approvals, among others. Although Intelligent Bio Solutions Inc. believes that the expectations reflected in such forward-looking statements are reasonable as of the date made, actual results may differ materially from those expressed or implied by such statements. Intelligent Bio Solutions Inc. has attempted to identify forward-looking statements by terminology, including “believes,” “estimates,” “anticipates,” “expects,” “plans,” “projects,” “intends,” “potential,” “may,” “could,” “might,” “will,” “should,” and “approximately,” or other words that convey uncertainty of future events or outcomes to identify these forward-looking statements. These statements are only predictions and involve known and unknown risks, uncertainties, and other factors, including those described in Intelligent Bio Solutions’ public filings with the U.S. Securities and Exchange Commission. Any forward-looking statements contained in this release speak only as of the date of this release. Intelligent Bio Solutions undertakes no obligation to update any forward-looking statements contained in this release to reflect events or circumstances occurring after its date or to reflect the occurrence of unanticipated events.

CompanyContact

Intelligent Bio Solutions Inc.

info@ibs.inc

Investor& Media Contact

Valter Pinto, Managing Director

KCSA Strategic Communications

PH: (212) 896-1254

INBS@kcsa.com

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FinancialTables to Follow

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IntelligentBio Solutions Inc.

CondensedConsolidated Balance Sheets

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			June 30,
			2025
ASSETS	****
Current assets
Cash and cash equivalents	740,371		$	1,019,909
Accounts receivable, net	456,657			594,614
Subscription receivable from shareholders,<br> net	9,402,105			-
Inventories	590,246			635,215
Research and development tax incentive receivable	505,172			734,408
Assets held for sale	-			327,500
Other current assets	480,133			826,976
Total current assets	12,174,684			4,138,622
Property and equipment, net	321,741			251,325
Operating lease right-of-use assets	1,887,178			69,520
Intangibles, net	3,269,439			3,790,319
Total<br> assets	17,653,042		$	8,249,786
LIABILITIES AND SHAREHOLDERS’<br> EQUITY
Current liabilities
Accounts payable and accrued expenses	4,261,236		$	4,534,246
Current portion of operating lease liabilities	382,518			84,659
Current employee benefit liabilities	470,486			534,990
Notes payable	13,001			197,146
Total current liabilities	5,127,241			5,351,041
Employee benefit liabilities, less current<br> portion	106,926			84,921
Operating lease liabilities,<br> less current portion	1,529,064			-
Total<br> liabilities	6,763,231			5,435,962
Commitments and contingencies	-
Shareholders’ equity
Common stock, 0.01 par value, 100,000,000<br> shares authorized, 1,238,446 and 1,238,434 shares issued and outstanding, respectively, as of December 31, 2025; 732,338 and<br> 732,326 shares issued and outstanding, respectively, as of June 30, 2025*	12,384			7,323
Treasury stock, at cost, 12 shares as of<br> December 31, 2025 and June 30, 2025*	(1	)		(1	)
Additional paid-in capital*	79,540,489			65,849,823
Accumulated deficit	(68,193,661	)		(62,533,065	)
Accumulated other comprehensive<br> loss	(266,079	)		(327,944	)
Total consolidated Intelligent Bio Solutions<br> Inc. equity	11,093,132			2,996,136
Non-controlling interest	(203,321	)		(182,312	)
Total shareholders’<br> equity	10,889,811			2,813,824
TOTAL<br> LIABILITIES AND SHAREHOLDERS’ EQUITY	17,653,042		$	8,249,786

All values are in US Dollars.

*	Common<br> stock and per share amounts have been retroactively adjusted to reflect a 1-for-10 reverse stock split effected on December 15, 2025,<br> throughout the condensed consolidated financial statements unless otherwise stated.

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IntelligentBio Solutions Inc.

CondensedConsolidated Statements of Operations and Other Comprehensive Income (Loss)*

(Unaudited)

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<br><br><br><br>	Three Months Ended<br> <br>December 31,						Six Months Ended<br> <br>December 31,
	2025			2024			2025			2024
Revenue	$	896,774		$	607,494		$	2,008,571		$	1,479,781
Cost of revenue (exclusive<br> of amortization shown separately below)		(437,035	)		(384,381	)		(1,030,541	)		(909,867	)
Gross profit		459,739			223,113			978,030			569,914
Other income
Government support income		72,720			133,640			265,987			259,768
Operating expenses
Selling, general and administrative expenses		(2,337,041	)		(1,809,114	)		(4,996,865	)		(3,758,130	)
Development and regulatory approval expenses		(522,113	)		(506,944	)		(1,008,282	)		(1,455,696	)
Depreciation and amortization		(281,896	)		(305,177	)		(585,274	)		(605,599	)
Impairment of long-lived<br> assets		(27,147	)		-			(288,927	)		-
Total operating expenses		(3,168,197	)		(2,621,235	)		(6,879,348	)		(5,819,425	)
Loss from operations		(2,635,738	)		(2,264,482	)		(5,635,331	)		(4,989,743	)
Other income (expense), net
Interest expense		(56,209	)		(13,502	)		(60,112	)		(35,829	)
Realized foreign exchange loss		-			(750	)		-			(801	)
Interest income		5,334			21,937			13,838			74,777
Total other income (expense),<br> net		(50,875	)		7,685			(46,274	)		38,147
Net loss		(2,686,613	)		(2,256,797	)		(5,681,605	)		(4,951,596	)
Net loss attributable<br> to non-controlling interest		(9,023	)		(7,327	)		(21,009	)		(16,493	)
Net loss attributable<br> to Intelligent Bio Solutions Inc.	$	(2,677,590	)	$	(2,249,470	)	$	(5,660,596	)	$	(4,935,103	)
Other comprehensive income (loss)
Foreign currency translation<br> gain (loss)		13,149			(143,165	)		61,865			73,190
Total other comprehensive<br> income (loss)		13,149			(143,165	)		61,865			73,190
Comprehensive loss		(2,673,464	)		(2,399,962	)		(5,619,740	)		(4,878,406	)
Comprehensive loss attributable<br> to non-controlling interest		(9,023	)		(7,327	)		(21,009	)		(16,493	)
Comprehensive loss attributable<br> to Intelligent Bio Solutions Inc.	$	(2,664,441	)	$	(2,392,635	)	$	(5,598,731	)	$	(4,861,913	)
Net loss per share,<br> basic and diluted*	$	(2.82	)	$	(4.96	)	$	(6.27	)	$	(11.82	)
Weighted average shares outstanding, basic<br> and diluted*		950,829			453,582			902,761			417,345

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*	Common<br> stock and per share amounts have been retroactively adjusted to reflect a 1-for-10 reverse stock split effected on December 15, 2025,<br> throughout the condensed consolidated financial statements unless otherwise stated.