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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 26, 2026

 

QHSLab, Inc.

(Exact Name of Registrant as Specified in its Charter)

 

0-19041

(Commission File No.)

 

Nevada   30-1104301

(State

of Incorporation)

 

(I.R.S. Employer

Identification No.)

     

901 Northpoint Parkway Suite 302 West Palm Beach

FL 33407

  33407
(Address of Principal Executive Offices)   (ZIP 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 communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)

 

Securities registered 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. ☐

 

 

 

 

 

 

Item 7.01 Regulation FD Disclosure.

 

On May 26, 2026, QHSLab, Inc. (the “Company”), issued a shareholder update regarding certain recent operational developments, including:

 

(i) unaudited April 2026 revenue results,

 

(ii) the Company’s development of the QHS Practice Access Network (PAN), a relationship-driven independent representative initiative designed to support growth of the Company’s Q-Connect platform, and

 

(iii) the Company’s planned participation in the 2026 Planet MicroCap Showcase conference June 16-18, 2026.

 

A copy of the shareholder update is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

The information furnished pursuant to Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.

 

Item 9.01 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   Letter to shareholders dated May 26, 2026
104   Cover 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: May 26, 2026  
     
QHSLab, Inc.  
     
  /s/ Troy Grogan  
Name: Troy Grogan  
Title: CEO and Chairman  

 

 

 

Exhibit 99.1

 

 

QHSLAB, INC. (OTCQB: USAQ)

 

Shareholder Update – May 26, 2026

 

Dear Shareholders,

 

As we continue building QHSLab, a scalable digital healthcare infrastructure company for primary care practices, we wanted to provide shareholders with updates regarding several recent important operational and strategic business performance, market expansion initiatives, and upcoming investor visibility opportunities.

 

April 2026 Unaudited Revenue Update

 

QHSLab is pleased to report that unaudited revenue for April 2026 was approximately $325,889, compared to $207,538 during the same period in 2025, representing year-over-year growth of approximately 57%.

 

This continued growth reflects increasing utilization of the Company’s digital medicine platform, ongoing expansion of the integrated service program (ISP), and continued demand from physician practices seeking operationally integrated patient engagement and reimbursement solutions.

 

The Company remains focused on expanding recurring revenue opportunities through practice activation, improved assessment completion rates, and broader adoption of Q-Connect within primary care environments.

 

Introduction of the QHS Practice Access Network (PAN)

 

QHSLab is also introducing a new growth initiative developed internally which is now market ready known as the QHS Practice Access Network (PAN), a nationwide independent representative initiative designed to accelerate adoption of the Company’s Q-Connect platform.

 

The program is built around a relationship-driven market access strategy that leverages highly connected healthcare professionals, consultants, and medical industry representatives who already maintain trusted relationships with physician owners, practice administrators, and healthcare decision-makers.

 

Unlike traditional cold-call sales models, the PAN initiative is designed to create warm introductions into qualified practices, reduce customer acquisition friction, improve onboarding efficiency, and accelerate operational activation of new accounts.

 

Management believes healthcare adoption continues to be heavily influenced by trust, reputation, and existing professional relationships, particularly within independent and regional primary care groups. By utilizing independent representatives who already possess deep physician relationships and operational familiarity, the Company believes it can significantly improve the pace and efficiency of new practice opportunities entering the QHSLab pipeline.

 

The PAN initiative is intended to complement the Company’s internal sales and implementation teams by focusing resources on pre-qualified opportunities while simultaneously expanding national market reach.

 

 
 

 

Planet MicroCap Conference June 16-18, 2026

 

QHSLab is pleased to announce that the Company will be presenting at the 2026 Planet MicroCap Showcase, one of the leading conferences focused on connecting emerging growth public companies with institutional and retail investors.

 

Participation in the Planet MicroCap conference provides an important opportunity to increase investor awareness, expand visibility within the microcap investment community, and communicate the Company’s evolving digital health growth strategy to new potential shareholders and strategic market participants.

 

The event brings together public company executives, investors, analysts, and industry participants focused on identifying emerging growth opportunities across multiple sectors, including healthcare technology and digital health.

 

As QHSLab continues executing its growth initiatives, management remains focused on expanding operational scale, increasing recurring revenue opportunities, strengthening physician adoption, and building long-term shareholder value.

 

We appreciate the continued support of our shareholders and look forward to providing additional updates in the coming months.

 

Sincerely,

 

Troy Grogan

President & Chief Executive Officer

 

About QHSLab

 

QHSLab, Inc. (OTCQB: USAQ) is a scalable digital health infrastructure company supporting independent primary care practices through workflow-integrated digital screening, clinical decision support, and care management services. The Company’s platform is designed to help physicians identify and manage underdiagnosed behavioral health and chronic conditions while supporting reimbursable clinical activities that occur both during and outside traditional office visits. QHSLab generates revenue primarily through recurring service fees from participating medical practices. The Company also operates an allergy diagnostics and treatment service line under the AllergiEnd® brand. Learn more at www.qhslab.com

 

Forward-Looking Statements

 

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.

 

Investor Relations Contact:

 

Olivia Giamanco

QHSLab, Inc.

(929) 379-6503

[email protected]

https://twitter.com/QHSLabInc