ODYY 8-K
Odyssey Health, Inc. (ODYY)
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
Date of Report:
(Date of earliest event reported)
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification Number) |
| (Address of principal executive offices) | (Zip Code) |
(
(Registrant’s telephone number, including area code)
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:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| N/A | N/A | N/A |
Securities registered pursuant to Section 12(g) of the Act:
| Title of each Class | Trading Symbol | Name of Each Exchange on Which Registered |
| OTC |
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 12b2 of the Securities Exchange Act of 1934 (§240.12b2 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 1.01. | Entry into a Material Definitive Agreement. |
On May 6, 2026, Odyssey Health, Inc., a Nevada corporation (the "Company" "Odyssey"), received formal written notice from NeuRX Health, Inc. ("NeuRX"), a Wyoming corporation, advising that NeuRX is in breach of its contractual obligations with Davion Healthcare Plc ("Davion"), an Irish corporation, in connection with Davion's BreastCheck product. Specifically, NeuRX failed to obtain Davion's required approval prior to sublicensing the BreastCheck product to Odyssey. In addition, NeuRX breached the Representations and Warranties contained in the definitive agreement, under which NeuRX had expressly warranted to Odyssey that all necessary consents and approvals had been obtained. As a result, the notice stated that the definitive agreement between Odyssey and NeuRX, dated October 14, 2025, and which closed on April 21, 2026, is immediately cancelled.
The information set forth in this Form 8-K Current Report filed on May 11, 2026, is hereby incorporated by reference into this Form 8-K Current Report.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. | Description |
| 10.1 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
| 2 |
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.
Odyssey Health, Inc. | ||
| Date: May 11, 2026 | By: | /s/ Joseph Michael Redmond |
| Joseph Michael Redmond Chief Executive Officer | ||
| 3 |
Exhibit 10.1
| NeuRX Health, Inc. | Tel: 401-225-6000 |
May 6, 2026
Revocation of Planned Sub-License Agreement
RE: NeuRX Health Inc. and Odyssey Health Inc.
Dear Mr. Redmond:
In the last few day, we were made aware of the fact that our licensing and royalty agreement(s) with Davion Healthcare Plc (“Davion”), related to their BreastCheck product, which includes global licenses for both the manufacturing and distribution, together with the marketing of BreastCheck, cannot be sub-licensed, reassigned to, or acquired by any other company, including change of our company name in any way shape or form, without express written consent of Davion.
We now acknowledge that we had no legal right to enter into any agreement with you, without the written approval of Davion. Davion has never given, and we have never asked for such approval, which was our error. Davion has advised us that had they been formally notified of the planned sublicense agreement, prior to us executing it with you, they would have declined to approve it.
As a result of our breach of contract with Davion, we regret to inform you that all such agreements, understandings, and efforts made between our two companies to appoint you as a Global Distributor/Manufacturer for BreastCheck are cancelled with immediate effect.
Davion has advised us that they would require you to announce with immediate effect your withdrawal of your previous public notifications that you hold a sub license for BreastCheck, so as not to mislead your shareholders and the market you are listed on and the one Davion is planning to join shortly.
Sincerely,
/s/ Robert Hainey
Robert Hainey
CEO
24 Quaker Lane, Unit J, Warwick, RI 02886