8-K
QHSLab, Inc. (USAQ)
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): December 3, 2025
QHSLab,Inc.
(Exact Name of Registrant as Specified in its Charter)
0-19041
(Commission File No.)
| Nevada | 30-1104301 |
|---|---|
| (State<br><br> <br>of<br>Incorporation) | (I.R.S.<br> Employer<br><br> <br>Identification<br> No.) |
| 901<br> Northpoint Parkway Suite 302 West Palm Beach<br><br> <br>FL<br> 33407 | 33407 |
| (Address<br> of Principal Executive Offices) | (ZIP<br> Code) |
Registrant’s telephone number, including area code: (929) 379-6503
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<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) |
Securitiesregistered pursuant to Section 12(g) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, $0.0001 par value | USAQ | 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. ☐
Item7.01 Regulation FD Disclosure.
On December 3, 2025, QHSLab, Inc. (the “Company”) issued a press release titled “QHSLab (OTCQB:USAQ) Announces Launchof Q-Cog™ to Support Early Detection of Mild Cognitive Impairment and Dementia.” A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information in the press release annexed as Exhibit 99.1 is furnished pursuant to Item 7.01 and shall not be deemed to be “filed” for the purpose 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 deemed incorporated by reference into any filing by the Company under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing. This Current Report on Form 8-K will not be deemed an admission as to the materiality of any information in the Report that is required to be disclosed solely by Regulation FD.
We do not have, and expressly disclaim, any obligation to release publicly any updates or any changes in our expectations or any change in events, conditions, or circumstances on which any forward-looking statement is based.
We use, and will continue to use, our website (https://usaqcorp.com), press releases, and various social media channels, including our Twitter account (https://twitter.com/qhslabinc), LinkedIn account (https://www.linkedin.com/company/65407282/), Facebook account (https://www.facebook.com/QHSLabs) and Instagram account (https://www.instagram.com/qhslabs/) as additional means of disclosing public information to investors, the media and others interested in the Company. It is possible that certain information we post on our website, disseminate in press releases and on social media could be deemed to be material information, and we encourage investors, the media and others interested in the Company to review the business and financial information that we post on our website, disseminate in press releases and on the social media channels identified above, as such information could be deemed to be material information.
Item9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits.
The exhibits listed in the following Exhibit Index are filed as part of this Current Report on Form 8-K.
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release dated December 3, 2025 – QHSLab (OTCQB:USAQ) Announces Launch of Q-Cog™ to Support Early Detection of Mild Cognitive Impairment and Dementia |
| 104 | Cover<br> Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this current report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Date:<br> December 3, 2025 | |
|---|---|
| QHSLab,<br> Inc. | |
| /s/ Troy Grogan | |
| Name: | Troy<br> Grogan |
| Title: | CEO<br> and Chairman |
Exhibit99.1

QHSLab(OTCQB:USAQ) Announces Launch of Q-Cog™ to Support Early Detection of Mild Cognitive Impairment and Dementia
Initialpilot of 168 patients aged 65 and older identifies 54% with high-risk cognitive scores; digital platform expands company’s value-basedcare capabilities.
WestPalm Beach, FL, December 3, 2025 (GLOBE NEWSWIRE) — QHSLab Inc. (the “Company”) (OTCQB: USAQ), a healthcare technology company focused on digital medicine and population health innovation, today announced the introduction of Q-Cog™, a comprehensive, cloud-based cognitive assessment designed to help primary care providers identify Mild Cognitive Impairment (MCI) and dementia-related risks earlier in the disease process.
Q-Cog™ combines validated cognitive, behavioral, and functional screening within a single digital workflow, empowering physicians to meet CMS screening guidelines while supporting risk adjustment and reimbursement under neurocognitive and behavioral health codes.
JuanOms, MD, Psychiatrist and Medical Adviser
“Primarycare clinicians are the first line of defense for cognitive decline,” said Dr. Juan Oms, Psychiatrist and Medical Adviser to QHSLab. “Q-Cog™ equips them with a validated, patient-friendly digital tool to identify at-risk individuals and initiateearly support before dementia becomes disabling.”
In an initial real-world pilot among 168 patients aged 65 and older, Q-Cog™ identified 90 individuals (54%) at high risk for cognitive impairment and facilitated real-time telemedicine referrals—underscoring the significant unmet need for early detection in primary care. Despite national guidelines, more than 50% of Mild Cognitive Impairment cases and up to 60–80% of dementia cases go unrecognized during routine visits. This persistent diagnostic gap, driven by time pressures and limited tools, leaves many patients undetected until functional decline is apparent. Q-Cog™ bridges this gap by delivering a fast, structured, digital assessment that enables primary-care clinicians to identify risk earlier and initiate timely, evidence-based follow-up.
TroyGrogan, President and CEO of QHSLab
“Earlydetection is where primary care can make the biggest impact,” said Troy Grogan, President and CEO of QHSLab. “Q-Cog™gives physicians a practical, reimbursable way to screen for cognitive decline during routine encounters, while also capturing data thatsupports value-based care and population-health performance.”
For investors, the launch of Q-Cog™ represents a meaningful expansion of QHSLab’s reimbursable digital medicine platform. The solution aligns directly with CMS Annual Wellness Visit requirements, supports cognitive and behavioral health screening mandates, and generates documentation that qualifies for neurocognitive and behavioral health CPT codes. By identifying high-risk patients earlier, Q-Cog™ also contributes to more accurate Risk Adjustment Factor (RAF) scoring for value-based providers—improving both care outcomes and financial performance. With few practical tools currently in widespread use at the primary-care level, Q-Cog™ fills a critical gap in early dementia detection while opening new, scalable revenue opportunities for QHSLab and its provider partners.
MarcosSánchez-González, MD, PhD, Vice President of Medical and Scientific Affairs
“Q-Cog™reflects our commitment to whole-person assessment,” said Dr. Marcos Sánchez-González, QHSLab’s Vice President of Medical and Scientific Affairs. “By integrating cognitive testing with behavioral health, daily function,and social determinants, we help clinicians understand not only the impairment but also the context — and that’s where preventionand effective care truly begin.”
AboutQHSLab
QHSLab, Inc. (OTCQB: USAQ) is a digital health technology leader providing preventive screening, assessment, and workflow solutions for primary care providers. Its tools help practices identify, document, and manage underdiagnosed chronic and behavioral conditions efficiently and profitably. Learn more at www.qhslab.com
Forward-LookingStatements
Certain matters discussed in this press release are ‘forward-looking statements’ intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. In particular, the Company’s statements regarding trends in the marketplace, future revenues, future products, and potential future results and acquisitions are examples of such forward-looking statements. Forward-looking statements are generally identified by words such as ‘may,’ ‘could,’ ‘believes,’ ‘estimates,’ ‘targets,’ ‘expects,’ or ‘intends,’ and other similar words that express risks and uncertainties. These statements are subject to numerous risks and uncertainties, including, but not limited to, the timing of the introduction of new products, the inherent discrepancy in actual results from estimates, projections, and forecasts made by management, regulatory delays, changes in government funding and budgets, and other factors, including general economic conditions, not within the Company’s control. The factors discussed herein and expressed from time to time in the Company’s filings with the Securities and Exchange Commission could cause actual results and developments to be materially different from those expressed in or implied by such statements. The forward-looking statements are made only as of the date of this press release. The Company undertakes no obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances.
InvestorRelations Contact:
Olivia Giamanco
QHSLab, Inc.
(929) 379-6503
ir@usaqcorp.com
https://twitter.com/QHSLabInc