MADE IN USA INC. Form 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): March 23, 2026

MADE IN USA INC.

(Exact name of registrant as specified in its charter)

Nevada	333-272825	37-1922983
(State or other jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1712 Pioneer Avenue, Suite 500

Cheyenne, Wyoming 82001

(Address of Principal Executive Offices) (Zip Code)

(561) 789-1139

(Registrant’s telephone number, including area code)

(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 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(b) of the Act: None

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 March 23, 2026, Made in USA Inc. (the “Company”) executed a non-binding term sheet (the “Term Sheet”) with Rosalind, Inc. (“Rosalind”) outlining the principal terms of a proposed transaction involving the formation of a new operating entity, Rosalind Systems, Inc.

On March 31, 2026, the Company issued a press release announcing the execution of the Term Sheet and describing the proposed transaction with Rosalind.

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 furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities under that Section, and shall not 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 8.01 Other Events

The previously defined Term Sheet provides a framework under which Rosalind is expected to contribute certain platform assets and intellectual property to Rosalind Systems, Inc., which is intended to serve as a platform for growth initiatives at the intersection of healthcare, life sciences, and data infrastructure. The proposed transaction contemplates the integration of the Company’s data wallet and certification technologies with Rosalind’s existing platform.

The Term Sheet also contemplates that Rosalind Systems, Inc. would be structured to support capital formation and expansion into areas including biopharma and biotech research, clinical and translational data, consumer health and wellness, and public health infrastructure.

The Term Sheet is non-binding, except for customary provisions such as confidentiality and exclusivity, and is subject to the negotiation and execution of definitive agreements, completion of financing, and satisfaction of other customary closing conditions. There can be no assurance that definitive agreements will be executed or that the proposed transaction will be completed on the terms described in the Term Sheet or at all.

The foregoing description of the Term Sheet does not purport to be complete and is qualified in its entirety by reference to the full text of the Term Sheet, which the Company may file as an exhibit to a future report if and when required.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No.		Description

99.1		Press Release Dated March 31, 2026

104		Cover Page Interactive Data File (formatted in iXBRL, and included in exhibit 101)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been duly caused by the undersigned.

Dated: March 31, 2026	MADE IN USA INC.


	By:	/s/ Adam Reiser
		Adam Reiser Chief Executive Officer & Chairman

Exhibit 99.1

Made in USA (OTC: USDW) Announces Strategic Initiative to Advance Trusted Healthcare Data with Proposed Rosalind Deal

New York, New York, March 31, 2026 — Made in USA Inc. (“USDW”), a leader in data provenance, certification, and trust infrastructure, today announced a strategic initiative to expand its data wallet and proof-of-origin technology into the healthcare and life sciences sector through a proposed transaction with Rosalind, Inc. (“Rosalind”).

At the core of USDW’s platform is a commitment to truth, trust, and transparency in data. Through its proprietary data wallet architecture, USDW enables verifiable proof of origin, chain of custody, and certification of digital assets, forming a foundational layer for trusted data in an AI-driven world.

Healthcare represents one of the most critical domains for this infrastructure.

Ensuring that medical records, research data, and clinical insights are verifiably authentic, traceable, and consent-driven is essential to advancing patient care, accelerating research, and enabling responsible use of artificial intelligence.

To support this vision, USDW and Rosalind have executed a Term Sheet outlining a proposed transaction to establish Rosalind Systems, Inc., a Wyoming-based operating company that is expected to serve as a next-generation platform at the intersection of:

	●	biopharma and biotech research
	●	clinical and translational data
	●	consumer health and wellness
	●	infectious disease and public health infrastructure

Rosalind Systems is intended to build upon Rosalind’s existing platform and capabilities, while integrating USDW’s data wallet and certification technologies to enable secure, verifiable, and permissioned data ecosystems.

The proposed structure is designed to:

	●	create a scalable operating company for new customer engagement and growth,
	●	enable access to capital to accelerate development and expansion, and
	●	establish a pathway for broader market participation over time.

“This represents a foundational step in bringing trusted data infrastructure into healthcare,” said Adam Reiser, CEO of Made in USA. “Truth matters—and nowhere is that more important than in the data that drives medical decisions, research, and AI. By combining our data wallet technology with Rosalind’s platform, we are creating the foundation for a new generation of certified, trustworthy data systems for research, clinical, and AI applications.”

Tim Wesselman, CEO of Rosalind, added, “This transaction creates a path to realize our vision by bringing the Rosalind platform into the hands of more researchers across academia and biopharma. It enables them to break through the complexity of biological data and answer some of the greatest questions in human health, so we can make meaningful progress in advancing the human condition.”

The term sheet referenced above outlines a framework under which Rosalind is expected to contribute certain platform assets and intellectual property to Rosalind Systems, which would become the primary operating entity for future growth initiatives.

The agreement described in this press release is non-binding (except for customary provisions, if any, such as confidentiality and exclusivity) and is intended solely as an expression of the parties’ current intentions with respect to the proposed transaction. The completion of the proposed transaction remains subject to, among other things, the negotiation and execution of definitive agreements, the completion of financing, and the satisfaction of customary closing conditions. There can be no assurance that definitive agreements will be executed or that the proposed transaction will be consummated on the terms described herein or at all.

The information contained in this press release is intended to comply with Regulation FD and to provide broad, non-exclusionary distribution of material information regarding USDW. This press release is also being furnished to the U.S. Securities and Exchange Commission as an exhibit to a Current Report on Form 8-K.

Contact:
Adam Reiser
CEO
Made in USA Inc.
561 221 2000
[email protected]

Contact:
Timothy Wesselman
CEO
Rosalind, Inc.

855 766 7267
[email protected]