8-K
Wellgistics Health, Inc. (WGRX)
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 6, 2026
WELLGISTICS
HEALTH, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-42530 | 93-3264234 |
|---|---|---|
| (State<br> or other jurisdiction<br><br> <br>of<br> incorporation) | (Commission<br><br> <br>File<br> Number) | (IRS<br> Employer<br><br> <br>Identification<br> No.) |
3000Bayport Drive
Suite950
Tampa,FL 33607
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: (844) 203-6092
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<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)) |
Securities
registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common<br> Stock, $0.0001 par value per share | WGRX | The<br> Nasdaq Capital Market LLC |
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. ☐
Item1.01. Entry into a Material Definitive Agreement.
On March 6, 2026, Wellgistics Health, Inc. (the “Company”), entered into an Interim Commercialization and Revenue Share Agreement (the “Revenue Share Agreement”) with Kare PharmTech LLC, a Florida limited liability company (“PharmTech”), whereby the Company and PharmTech agreed to collaborate on an interim basis to commercialize certain PharmTech products through the distribution and pharmacy network of the Company.
Pursuant to the Revenue Share Agreement, PharmTech has authorized the Company to market, promote and distribute “KARE Verify,” a product that provides benefits verification and eligibility verification services (the “Product”), through the Company’s pharmacy, manufacturers and distribution channels; affiliated pharmacies and providers; and telemedicine and digital pharmacy platforms. All net revenue generated from sales of the Product under the Revenue Share Agreement shall be shared as follows: fifty percent (50%) to the Company and fifty percent (50%) to PharmTech. The term of the Agreement shall be thirty-six months unless earlier terminated.
Item7.01 Regulation FD Disclosure.
On March 11, 2026, the Company issued a press release, a copy of which is furnished as Exhibit 99.1 hereto.
The information in this Item 7.01, including Exhibits 99.1, is furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to liabilities under that section, and shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act or the Exchange Act, regardless of any general incorporation language in such filings. This Report will not be deemed an admission as to the materiality of any information of the information contained in this Item 7.01, including Exhibit 99.1.
The press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. With the exception of historical matters, the matters discussed in the press releases include forward-looking statements within the meaning of applicable securities laws. Such forward-looking statements include, among others, statements regarding the Company’s projects, potential financial performance, and growth opportunities. The words “believes,” “expects,” “intends,” “plans,” “anticipates,” “hopes,” “likely,” “will,” and similar expressions are intended to identify certain of these forward-looking statements. These statements are based on the Company’s expectations and involve risks, uncertainties and other important factors that could cause the actual results performance or achievements of the Company (or entities in which the Company has interests), or industry results, to differ materially from future results, performance or achievements expressed or implied by such forward-looking statements. Certain factors that could cause the Company’s actual future results to differ materially from those discussed are noted in connection with such statements, but other unanticipated factors could arise. Certain risks regarding the Company’s forward-looking statements are discussed in the Company’s filings with the Securities and Exchange Commission (“SEC”), including an extensive discussion of these risks in the Company’s Registration Statement on Form S-1, declared effective by the SEC on September 25, 2025. Readers are cautioned not to place undue reliance on these forward-looking statements which reflect management’s view only as of the date of this Form 8-K. The Company undertakes no obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, conditions or circumstances.
Item9.01. Financial Statements and Exhibits.
(d)Exhibits.
The following exhibits are filed as part of, or incorporated by reference into, this Report.
| Exhibit No. | Description |
|---|---|
| 10.1 | Interim Commercialization and Revenue Share Agreement by and between Wellgistics Health Inc. and Kare Pharmtech, dated as of March 6, 2026 |
| 99.1 | Press Release Dated March 11, 2026 |
| 104* | Cover<br> Page Interactive Data File (formatted as Inline XBRL) |
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.
| Date:<br> March 11, 2026 | WELLGISTICS HEALTH, INC. | |
|---|---|---|
| By: | /s/ Prashant Patel | |
| Prashant<br> Patel, President |
Exhibit 10.1
Exhibit99.1
WellgisticsStrengthens PharmacyChain™ with Insurance Eligibility & Benefits Verification Capabilities
| ● | Medical<br> insurance eligibility and benefits verification is a core health technology capability necessary<br> for PharmacyChain™ to gain market adoption |
|---|---|
| ● | EBV<br> services offering enabled with preferred pricing being made immediately available to providers,<br> partners and the Wellgistics Pharmacy Network |
| ● | EBV<br> market expected to grow from $2.39 billion in 2025 to $3 billion in 2030 according to The<br> Business Research Company^1^ |
TAMPA,FL, MARCH 11, 2026 –Wellgistics Health, Inc. (NASDAQ: WGRX) (“Wellgistics”), a health information technology leader, integrating proprietary pharmacy dispensing optimization artificial intelligence (AI) platform EinsteinRx™ into its patented blockchain-enabled smart contracts platform PharmacyChain™, today announced that it has secured contractual rights to preferred pricing for medical insurance eligibility and benefits verification (EBV) that enables PharmacyChain for providers, partners and pharmacies in order to facilitate its faster adoption into the US healthcare ecosystem. EBV is crucial because it allows companies that engage in the distribution of medical products and services to know whether a particular product or service is covered by a patient’s insurance carrier and the level of coverage that patient has. This information is paramount to understand provider reimbursement levels and out-of-pocket costs for patients. Each time a provider requests EBV information, they must pay an out-of-pocket fee. Wellgistcs is making make preferred pricing on this service available to providers, partners and its Wellgistics Pharmacy Network immediately through its EinsteinRx AI hub platform in preparation for integration into PharmacyChain later this year.
“Getting preferred pricing access to EBV is a major win for Wellgistics,” said Prashant Patel, RPh, President & Interim-CEO of Wellgistics. “It allows to immediately open up a new revenue stream with the exact customers and partners that will eventually utilize our PharmacyChain smart contracts solution, in addition to reducing our costs for the Company’s own pharmacy as we begin the rollout of our GLP-1 and Forzet™ weight loss offering. The pricing certainty this adds to PharmacyChain allows us to code with confidence as we build the ‘health technology railroad’ smart contracts that will govern the serialization of the drug distribution supply chain, from manufacturer to patient. We are gaining momentum around our health technology stack, and look forward to making EBV a meaningful component of our revenue stream beginning in the second quarter of 2026.”
The market for medical insurance eligibility and benefits verification is expected to grow from $2.39 billion in 2025 to $3 billion in 2030 according to The Business Research Company^1^. Growth expectations are being attributed to rising US healthcare billing complexity, increasing insurance claim denial rates, expansion of digital health records usage, growing need for revenue cycle optimization and increased administrative burden on providers.
^1^ https://www.thebusinessresearchcompany.com/report/insurance-eligibility-verification-global-market-report
Parties interested in speaking with Wellgistics about medical insurance eligibility and benefits verification^2^ can contact the Company at info@wellgisticshealth.com
AboutWellgistics Health, Inc.
Wellgistics Health (NASDAQ: WGRX) is a health information technology leader, integrating proprietary pharmacy dispensing optimization artificial intelligence platform EinsteinRx™ into its patented blockchain-enabled smart contracts platform PharmacyChain™ to optimize the prescription drug dispensing journey. Its integrated platform connects 6,500+ pharmacies (the “Wellgistics Pharmacy Network”) and 200+ manufacturers, offering wholesale distribution, digital prescription routing, direct-to-patient delivery, and AI-powered hub services such as eligibility, adherence, onboarding, prior authorization, and cash-pay fulfillment as needed to optimize patient access. Wellgistics provides end-to-end solutions designed to restore access, transparency, and trust in the U.S. prescription drug market for independent pharmacies.
For more information, visit www.wellgisticshealth.com.
Forward-LookingStatements
This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to future events or the Company’s future financial or operating performance and may include, without limitation, statements regarding the anticipated launch, availability, distribution, commercialization and potential adoption of Forzet™, the expected benefits of the product, the Company’s plans to integrate Forzet into its pharmacy network and telehealth offerings, the development and expansion of the Company’s direct-to-consumer initiatives, and the potential growth of the GLP-1 agonist market. In some cases, forward-looking statements can be identified by terminology such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “intends,” “estimates,” “projects,” “potential,” “continue,” or the negative of these terms or other comparable terminology.
Forward-looking statements are based on current expectations, estimates and assumptions and involve risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These risks and uncertainties include, among other things, risks related to the commercialization and market acceptance of the Company’s products and services, the Company’s ability to successfully expand its pharmacy network and telehealth initiatives, regulatory and compliance considerations relating to medical foods and healthcare products, competition in the healthcare and pharmaceutical distribution markets, changes in market conditions, and other risks and uncertainties described from time to time in the Company’s filings with the U.S. Securities and Exchange Commission.
Forward-looking statements speak only as of the date of this press release, and the Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. The Company makes no representation that Forzet™ is intended to diagnose, treat, cure, or prevent any disease.
WellgisticsMedia & Investor Contact
Media:
media@wellgisticshealth.com
Investor Relations:
IR@wellgisticshealth.com
^2^ https://wellgisticshub.pharmacy/