8-K - SYRA - Equibles

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): May 8, 2025

SYRA

HEALTH CORP.

(Exact name of registrant as specified in its charter)

Delaware	001-41822	85-4027995
(State or other jurisdiction	(Commission	(I. R. S. Employer
of incorporation)	File Number)	Identification No.)

1119Keystone Way N. #201

Carmel,IN 46032

(Address of principal executive offices, including zip code)

(463)345-8950

(Registrant’s telephone number, including area code)

NotApplicable

(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 communications<br> pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant<br> to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications<br> pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications<br> 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
Class A Common Stock, $0.001<br> par value	SYRA	OTCQB

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. ☐

Item2.02. Results of Operations and Financial Conditions.

On May 8, 2025, Syra Health Corp. issued a press release announcing its financial results for the first quarter ended March 31, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.

The information in this report, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, and shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. In addition, the exhibit furnished herewith contain statements intended as “forward-looking statements” that are subject to the cautionary statements about forward-looking statements set forth in such exhibit.

Item9.01 Financial Statements and Exhibit

(d) Exhibits.

The following exhibits are filed with this Current Report on Form 8-K:

Exhibit Number	Description
99.1	Press<br> Release dated May 8, 2025
104	Cover Page Interactive Data File (embedded within the<br> 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.

	SYRA HEALTH CORP.
Date: May 8, 2025	By:	/s/ Deepika Vuppalanchi
		Deepika Vuppalanchi
		Chief Executive Officer

Exhibit99.1

SyraHealth Announces First Quarter Revenue of $1.9 Million, Up 6% YoY

Revenueincrease led by Population Health’s 261% YoY Expansion

GrossMargin Improves Substantially to 31.7%, up 14.6 Percentage Points YoY

ContinuedEfficiency Gains Cut Q1 2025 Net Losses by Over Two Thirds Compared to Q1 2024

A conference call will be held today, Thursday, May 8, at 9:00 am ET

Carmel,Ind., May 8, 2025 / PRNewswire – Syra Health Corp. (OTCQB: SYRA) (“Syra Health” or the “Company”), a healthcare technology company dedicated to powering better health through innovative technology products and services, announced today its financial results for the first quarter ended March 31, 2025.

Q12025 Financial Highlights

●	Total<br> revenue of $1.9 million, up 6% compared to $1.8 million in Q1 2024.
○	Revenues,<br> excluding Healthcare Workforce, grew 261% YoY and expanded to 65% of total revenues, compared<br> to 19% of total revenue in Q1 2024.
---	---
○	Population<br> Health reached $1.2 million in revenues, more than tripling from $333,000 in Q1 2024, driven<br> by new contracts and extensions, as well as increased contributions from milestone-based<br> revenues.
---	---
●	Gross<br> margins expand YoY by 14.6 percentage points to 31.7% in 1Q 2025.
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●	Operating<br> Expense decreased 39% YoY, continuing to improve the profitability trajectory.
---	---
●	Net<br> Loss reduction to ($472,000) from ($1.4) million in Q1 2024.
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●	Cash<br> of $2.5 million and no long-term debt as of March 31, 2025.
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2025Financial Outlook

●	Ongoing<br> federal government-level budgetary revisions are impacting our key customers across state,<br> local, and county government agencies. Given the current variability of the healthcare market,<br> the Company believes it is prudent to withdraw its 2025 guidance at this time. An updated<br> outlook will be provided once these changes are more quantifiable.
●	The<br> Company is continuing to prioritize the higher margin Population Health and Behavioral and<br> Mental Health business units and is also expanding into the private healthcare sector, alongside<br> its public sector work.
---	---

RecentOperational Highlights

●	Secured<br> a $2.5 million Population Health contract with a major insurance provider to enhance member<br> health plans using advanced data analytics. The contract, which is set to renew for two additional<br> years at the same value, will be supported by a dedicated team of Syra Health professionals.
●	Secured<br> a one-year, $1.5 million contract extension with Indiana FSSA NeuroDiagnostic Institute,<br> a portion of which has already been received, with the remainder to be recognized over time<br> based on service needs.
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| --- | | ● | Awarded a $660,000 Population Health contract extension with a national healthcare organization to improve quality, enhance outcomes, and reduce costs through expert data analysis and member outreach supporting its Healthcare Effectiveness Data and Information Set (HEDIS®). | | --- | --- | | ● | Launched specialized content within Syrenity aimed at supporting individuals living with Post-Traumatic Stress Disorder (PTSD), including evidence-based coping strategies, guided exercises, and expert-led modules. | | --- | --- |

ManagementCommentary

Dr. Deepika Vuppalanchi, CEO of Syra Health, said, “We are pleased that we began 2025 with strong momentum, delivering solid revenue growth and significant gross margin expansion, driven by our strategic focus on higher-margin business units. The success of our Population Health business unit underscores the effectiveness of our refined go-to-market strategy and our commitment to addressing critical gaps in healthcare delivery. As we navigate a dynamic healthcare landscape, we remain focused on operational efficiency, innovative digital health solutions, and long-term value creation for our key stakeholders.”

Q12025 Financial Results

Revenue for the first quarter of 2025 was $1.9 million, an increase of 6% compared to $1.8 million in the first quarter of 2024. Strong growth was driven by the high-margin Population Health segment, which expanded 261% year-over-year. Within Healthcare Workforce, our long-term contract with the Indiana FSSA NeuroDiagnostic Institute expired, partially offset by the aforementioned contract extension with the same customer.

Gross profit margin was 31.7% in the first quarter of 2025, a 14.6 percentage point expansion compared to 17.1% in the prior year period. This improvement was related to the phase out of certain lower-margin Healthcare Workforce contracts and a shift towards higher-margin Population Health contracts. The year-over-year margin expansion also reflects a $120,000 reclassification of expenses from cost of services to selling, general, and administrative expenses in the year-ago period.

Total operating expenses for the first quarter of 2025 were $1.1 million compared to $1.7 million in the first quarter of 2024, a decline of 39% compared to the year-ago period. The reduction was driven by operational efficiency gains and disciplined cost management, which was partially offset by the aforementioned reclassification of expenses.

Adjusted EBITDA for the first quarter of 2025 was ($462,000), a significant improvement compared to ($1.4) million in the prior year.

Net loss for the first quarter of 2025 was ($472,000) compared to ($1.4) million in the first quarter of 2024. This improvement of over 3x versus the year-ago period was driven by our operational restructuring efforts, a continuation of trends that began last year. Earnings per share for the first quarter of 2025 were ($0.04), compared to ($0.22) in the year-ago period.

ConferenceCall

Management will hold a conference call to discuss the full-year financial results at 9:00 am ET on May 8, 2025.

Interested parties can listen to the live webcast and access the replay after the call through the same link available in the Investor Relations section of the Company’s website at https://ir.syrahealth.com/presentations/Q1-2025-earnings-call.

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SYRAHEALTH CORP.

BALANCESHEETS

(UNAUDITED)

			December 31,
			2024

ASSETS
Current assets:
Cash and cash equivalents	2,490,585		$	2,395,405
Accounts receivable, net	945,856			680,827
Other current assets	210,788			276,563
Total current assets	3,647,229			3,352,795
Property and equipment, net	20,550			27,347
Right-of-use asset	54,771			299,190
Total assets	3,722,550		$	3,679,332
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
Current liabilities:
Accounts payable	325,027		$	101,690
Accrued expenses	211,867			230,383
Deferred revenue	599,213			16,611
Current portion of operating lease liability, related party	54,771			111,978
Notes payable	75,036			152,887
Total current liabilities	1,265,914			613,549
Non-current portion of operating lease liability, related party	-			187,212
Total liabilities	1,265,914			800,761
Commitments and contingencies
Stockholders’ equity (deficit):
Preferred stock, 0.001 par value, 10,000,000 shares authorized, no shares designated, issued and outstanding	-			-
Class A common stock, 0.001 par value, 100,000,000 shares authorized, 11,339,169 and 8,979,204 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively	11,339			8,979
Convertible class B common stock, 0.001 par value, 5,000,000 shares authorized, 6000,000 and 833,334 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively	600			833
Additional paid-in capital	11,741,155			11,692,952
Accumulated deficit	(9,296,458	)		(8,824,193	)
Total stockholders’ equity (deficit)	2,456,636			2,878,571
Total liabilities and stockholders’ equity (deficit)	3,722,550		$	3,679,332

All values are in US Dollars.

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SYRAHEALTH CORP.

STATEMENTSOF OPERATIONS

(UNAUDITED)

	For the Three Months Ended
	March 31,
	2025			2024
Net revenues	$	1,857,774		$	1,752,340
Cost of services		1,268,618			1,452,561
Gross profit		589,156			299,779
Operating expenses:
Salaries and benefits		507,207			736,303
Professional services		224,026			194,580
Research and development expenses		37,173			277,548
Selling, general and administrative expenses		287,287			522,757
Depreciation		6,797			12,545
Total operating expenses		1,062,490			1,743,733
Operating loss		(473,334	)		(1,443,954	)
Other income (expense):
Interest income		4,298			981
Interest expense		(3,229	)		(4,077	)
Total other income (expense)		1,069			(3,096	)
Net loss	$	(472,265	)	$	(1,447,050	)
Weighted average common shares outstanding - basic and diluted		11,587,058			6,495,213
Net loss per common share - basic and diluted	$	(0.04	)	$	(0.22	)

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SYRAHEALTH CORP.

STATEMENTSOF CASH FLOWS

(UNAUDITED)

	For the Three Months Ended
	March 31,
	2025			2024
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(472,265	)	$	(1,447,050	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation		6,797			12,545
Common stock issued for services		2,586			18,875
Non-cash lease expense		-			31,373
Stock-based compensation, stock options		32,944			14,140
Changes in operating assets and liabilities:
Accounts receivable		(265,029	)		314,951
Accounts receivable, related party		-			(31,510	)
Other current assets		65,775			7,900
Right-of-use asset		244,419			-
Accounts payable		223,337			182,576
Deferred revenue		582,602			6,108
Accrued expenses		(18,516	)		120,720
Operating lease liability		(244,419	)		(31,373	)
Net cash provided by/(used in) operating activities		158,231			(800,745	)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property and equipment		-			(5,619	)
Net cash used in investing activities		-			(5,619	)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds received on exercise of warrants		14,800			850,129
Repayments on notes payable		(77,851	)		(85,883	)
Net cash provided by/(used in) financing activities		(63,051	)		764,246
NET CHANGE IN CASH AND CASH EQUIVALENTS		95,180			(42,118	)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD		2,395,405			3,280,075
CASH AND CASH EQUIVALENTS AT END OF PERIOD	$	2,490,585		$	3,237,957
SUPPLEMENTAL INFORMATION:
Interest paid	$	3,229		$	4,077
Income taxes paid	$	-		$	-
NON-CASH INVESTING AND FINANCING ACTIVITIES:
Conversion of Class B common stock to Class A common stock	$	2,333		$	-

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Non-GAAPFinancial Measures

In addition to financial results reported in accordance with accounting principles generally accepted in the United States of America (“GAAP”), we have provided the following non-GAAP financial measure in this release and the accompanying tables: adjusted EBITDA. We use this non-GAAP financial measures internally to facilitate period-to-period comparisons and analysis of our operating performance and liquidity, and believe it is useful to investors as a supplement to GAAP measures in analyzing, trending, and benchmarking the performance and value of our business. However, this measure is not intended to be a substitute for those reported in accordance with GAAP. These measures may be different from non-GAAP financial measures used by other companies, even when similar terms are used to identify such measures. For reconciliations of historical non-GAAP financial measures to the most comparable financial measures under GAAP, see the table below.

SYRAHEALTH CORP.

RECONCILIATIONOF ADJUSTED EBITDA TO NET LOSS

(UNAUDITED)

	Quarter Ended
	March 31,<br><br> <br>2024			March 31,<br><br> <br>2025
Net Income	($	1,447,050	)	($	472,265	)
Interest expense		4,077			3,229
Depreciation expense		12,545			6,797
Taxes		-			-
Adjusted EBITDA	($	1,430,428	)	($	462,239	)

AboutSyra Health

Syra Health is a healthcare technology company that powers better health in critical areas such as mental health, population health, and the healthcare workforce. The company’s leading-edge technology products and innovative services focus on prevention, access, and affordability. With a commitment to improving health, Syra Health is advancing healthcare solutions nationwide and around the world. For more information, please visit www.syrahealth.com.

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Forward-LookingStatements

Statements in this press release about future expectations, plans, and prospects, as well as any other statements regarding matters that are not historical facts, may constitute “forward-looking statements.” These statements include but are not limited to, statements relating to the expected use of proceeds, the Company’s operations and business strategy, and the Company’s expected financial results. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. The forward-looking statements contained in this press release are based on management’s current expectations and are subject to substantial risks, uncertainty, and changes in circumstances. Investors should read the risk factors set forth in our Form 10-K for the year ended December 31, 2024, and other periodic reports filed with the Securities and Exchange Commission. Any forward-looking statements contained in this press release speak only as of the date hereof, and, except as required by federal securities laws, the Company specifically disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events, or otherwise.

Contacts

For Media Inquiries:

Christine Drury

Director of Corporate Communications

Syra Health

463-345-5180

christined@syrahealth.com

For Investor Inquiries:

Corbin Woodhull

Managing Director, Global Advisory

Hayden IR

602-476-1821

corbin@haydenir.com

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