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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

 

July 21, 2025

Date of Report (Date of earliest event reported)

 

Health In Tech, Inc.

(Exact name of registrant as specified in its charter)

 

Nevada   001-42449   87-3545722
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

701 S. Colorado Ave, Suite 1

Stuart, FL

  34994
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (888) 373-0333

 

N/A

(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:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Class A Common Stock, $0.001 par value per share   HIT  

The Nasdaq Stock Market LLC

(Nasdaq Capital Market)

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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 2.02. Results of Operations and Financial Condition.

 

On July 21, 2025, Health In Tech, Inc., a Nevada corporation (the “Company”) issued a press release announcing its results of operations for the quarter ended June 30, 2025, attached hereto as Exhibit 99.1.

 

Item 7.01. Regulation FD Disclosure.

 

As disclosed in Item 2.02 above, on July 21, 2025, the Company issued a press release announcing its results of operations for the quarter ended June 30, 2025, attached hereto as Exhibit 99.1. The information set forth in Item 7.01 of this Current Report on Form 8-K and in the attached Exhibit 99.1 are deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information set forth in Items 2.02 and 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing.

 

Forward-Looking Statements

 

Certain statements in this Current Report on Form 8-K are forward-looking statements for purposes of the safe harbor provisions under the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements may include estimates or expectations about Health In Tech’s possible or assumed operational results, financial condition, business strategies and plans, market opportunities, competitive position, industry environment, and potential growth opportunities. In some cases, forward-looking statements can be identified by terms such as “may,” “will,” “should,” “design,” “target,” “aim,” “hope,” “expect,” “could,” “intend,” “plan,” “anticipate,” “estimate,” “believe,” “continue,” “predict,” “project,” “potential,” “goal,” or other words that convey the uncertainty of future events or outcomes. These statements relate to future events or to Health In Tech’s future financial performance, and involve known and unknown risks, uncertainties and other factors that may cause Health In Tech’s actual results, levels of activity, performance, or achievements to be different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. You should not place undue reliance on forward-looking statements because they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond Health In Tech’s control and which could, and likely will, affect actual results, levels of activity, performance or achievements. Some of the risks and uncertainties, although not all risks and uncertainties, that could cause the Company’s actual results to differ materially from those presented in its forward-looking statements are set forth in the “Risk Factors” section in the Company’s Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q, and all of its other filings with the U.S. Securities and Exchange Commission, as such risks, uncertainties and other important factors may be updated from time to time in the Company’s subsequent reports. Any forward-looking statement reflects Health In Tech’s current views with respect to future events and is subject to these and other risks, uncertainties and assumptions relating to Health In Tech’s operations, results of operations, growth strategy and liquidity.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits:

 

Exhibit No.   Description
99.1   Press release dated July 21, 2025.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

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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.

 

Dated: July 21, 2025

 

HEALTH IN TECH, INC.

 

By: /s/ Tim Johnson  
Name:  Tim Johnson  
Title: Chief Executive Officer  

 

 

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EX-99.1 2 ea024971501ex99-1_health.htm PRESS RELEASE DATED JULY 21, 2025

Exhibit 99.1

 

Health In Tech Announces Second Quarter 2025 Financial Results

 

Revenues of $9.3 million, up 86% YoY; The first-half year revenues of $17.3 million, 89% of full year 2024.

 

Adjusted EBITDA of $1.6 million, up 134% YoY; The first-half year adjusted EBITDA of $2.8 million, 1.2 times full year 2024.

 

Cash balance of $8.1 million.

 

Stuart, FL., July 21, 2025 /PRNewswire/ — Health In Tech (Nasdaq: HIT), an Insurtech platform company backed by third-party AI technology, today announced its financial results for the second quarter ended June 30, 2025.

 

Financial Highlights for the Second Quarter and First-Half of 2025:

 

Revenues. Total revenues were $9.3 million, up 86% YoY. The first-half year revenues of $17.3 million, 89% of FY2024 total.
     
Billed Enrolled Employees. The number of billed enrolled employees (EEs) was 24,839, an increase of 5,738 EEs YoY.
     
Distribution. The number of Brokers, Third-party Administrator (“TPAs”) and Agencies expanded to 778 partners, up 87% YoY.
     
Pre-tax income. Pre-tax income was $0.8 million, more than doubled YoY; The first-half year pre-tax income of $1.5 million, 1.7x of FY2024.
     
Adjusted EBITDA. Adjusted EBITDA was $1.6 million, up 134% YoY; The first-half year adjusted EBITDA of $2.8 million, 1.2x of FY2024.
     
Cash. Cash balance was $8.1 million as of June 30, 2025.
     
Accounts receivable, net. Accounts receivable balance was $1.3 million as of June 30, 2025, reduced $0.2 million YoY.

 

“We delivered another strong quarter of profitable growth, with total revenue reaching $9.3 million—up 86% year over year—and first-half revenues already at 89% of our full-year 2024 total,” said Tim Johnson, CEO of Health In Tech. “Our distribution network has expanded to 778 partners—an 87% increase year over year—reflecting our strategic focus on growing beyond traditional broker channels. We’ve established partnerships with TPAs offering technology-driven solutions, regional healthcare benefit providers, and service platforms that support small businesses. This approach is broadening our market reach and delivering greater value to our customers. The 30% increase in billed enrolled employees and strong adoption across our network underscore the demand for our differentiated services and offering.”

 

Mr. Johnson added, “What’s particularly exciting is that many of our partners are now using our platform to bundle healthcare insurance with their existing services, enabling them to serve small business employer better by offering integrated, end-to-end solutions. Our AI-powered platform is easy to implement and highly intuitive, making it an ideal tool for partners seeking efficiency and scalability. With a broader distribution footprint and multiple new relationships in place, we’re confident in our ability to maintain strong growth momentum through the rest of the year.”

 

 


 

“We’re pleased with our second quarter results, which reflect strong execution and disciplined financial management across the business,” said Julia Qian, CFO of Health In Tech. “Q2 revenue reached $9.3 million, bringing first-half revenue to $17.3 million—already 89% of our full-year 2024 total—driven by continued strategic expansion of our distribution network and strong customer acquisition. Adjusted EBITDA for the quarter was $1.6 million, up 134% year over year, with first-half adjusted EBITDA reaching $2.8 million—1.2 times our full-year 2024 result. First-half pretax income represented 8.8% of revenue, a nearly 300 basis point improvement year over year, demonstrating our ability to maintain expense discipline and allocate resources effectively to drive top-line growth. Supported by a solid $8.1 million cash position, we remain focused on investing in high-impact initiatives and advanced technology solutions that scale efficiently and sustain profitable growth.”.

 

Recent Business Developments and Highlights

 

Verdegard Administrators: an integrated, concierge-level TPA, owned by MedImpact, the largest independent pharmacy benefit manager (PBM) in the U.S., managing prescription benefits for over 20 million members and processing tens of billions in annual drug transactions. This partnership will enable us to reduce costs for small businesses.

 

Unified Health Plans: a premier TPA recognized for its extensive provider network across Kansas. It has extensive provider network and focuses on controlling cost drivers and improving care quality. Unified dominates several niche business sectors in Kansas. The partnership with HIT will bring healthcare insurance solutions to the business members.

 

HILB Group, one of Insurance Journal’s Top 25 ranked U.S. insurance brokers with over 2400 employee across more than 125+ branch locations in all 50 States. It partners with HIT to co-develop and distribute smarter, more transparent self-funded health benefit solutions to a much broader base of small and mid-size employers.

 

Baily Insurance, established in 1880, in its fourth -generation ownership. The agency has over 200 years of combined team experience. Licensed advisors partnering with multiple Carriers. Baily is a co-founder and key broker partner in Fusion Health Plans that provides better care services and tech-enabled solution. The collaboration with HIT will deliver faster underwriting, administration, and scalability.

 

Conference Call Details

 

Health In Tech will host a conference call to discuss the financial results for the second quarter of 2025 on July 21, 2025, at 5:00 p.m. (ET). To participate in our live conference call and webcast, please dial 1-888-346-8982 or 1-412-902-4272 (for international participants).

 

A live audio webcast will be available via the Investor Relations page of Health In Tech’s website at https://healthintech.com/. A replay of the webcast will be available for on-demand listening shortly after the completion of the call, at the same web link, and will remain available for approximately 90 days.

 

Non-GAAP Financial Information

 

This release presents Adjusted EBITDA, a non-GAAP financial metric, which is provided as a complement to the results provided in accordance with accounting principles generally accepted in the United States of America (“GAAP”). A reconciliation of historical non-GAAP financial information to the most directly comparable GAAP financial measure is provided in the accompanying tables found at the end of this release.

 

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Use of Forward-Looking Statements

 

Certain statements in this press release are forward-looking statements for purposes of the safe harbor provisions under the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements may include estimates or expectations about Health In Tech’s possible or assumed operational results, financial condition, business strategies and plans, market opportunities, competitive position, industry environment, and potential growth opportunities. In some cases, forward-looking statements can be identified by terms such as “may,” “will,” “should,” “design,” “target,” “aim,” “hope,” “expect,” “could,” “intend,” “plan,” “anticipate,” “estimate,” “believe,” “continue,” “predict,” “project,” “potential,” “goal,” or other words that convey the uncertainty of future events or outcomes. These statements relate to future events or to Health In Tech’s future financial performance, and involve known and unknown risks, uncertainties and other factors that may cause Health In Tech’s actual results, levels of activity, performance, or achievements to be different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. You should not place undue reliance on forward-looking statements because they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond Health In Tech’s control and which could, and likely will, affect actual results, levels of activity, performance or achievements. Any forward-looking statement reflects Health In Tech’s current views with respect to future events and is subject to these and other risks, uncertainties and assumptions relating to Health In Tech’s operations, results of operations, growth strategy and liquidity.

 

About Health In Tech 

 

Health In Tech (Nasdaq: “HIT”) is an Insurtech platform company backed by third-party AI technology, which offers a marketplace that aims to improve processes in the healthcare industry through vertical integration, process simplification, and automation. By removing friction and complexities, we streamline the underwriting, sales and service process for insurance companies, licensed brokers, and TPAs. Learn more at healthintech.com.

 

Health In Tech, Inc.

Consolidated Statements of Operations

(Unaudited)

 

   

Three Months Ended

June 30,

   

Six Months Ended

June 30,

 
    2025     2024     2025     2024  
Revenues                        
Revenues from underwriting modeling (ICE)   $ 2,090,576     $ 1,639,105     $ 4,442,560     $ 3,423,740  
Revenues from fees     7,223,273       3,363,385       12,886,273       6,703,681  
SMR     7,223,273       2,595,545       12,886,273       5,128,467  
HI Card     -       767,840       -       1,575,214  
Total revenues     9,313,849       5,002,490       17,328,833       10,127,421  
Cost of revenues     3,003,979       974,727       5,663,564       1,964,638  
Gross profit     6,309,870       4,027,763       11,665,269       8,162,783  
Operating expenses                                
Sales and marketing expenses     1,226,738       974,522       2,316,993       2,017,730  
General and administrative expenses     3,775,453       1,816,679       7,022,218       3,815,873  
Research and development expenses     582,609       701,626       1,120,330       1,461,822  
Total operating expenses     5,584,800       3,492,827       10,459,541       7,295,425  
Other income (expense):                                
Interest income     108,198       31,339       193,564       55,651  
Interest expenses     -       (165,000 )     -       (330,000 )
Other income     -       -       118,399       -  
Total other income (expense), net     108,198       (133,661 )     311,963       (274,349 )
Income before income tax expense   $ 833,268     $ 401,275     $ 1,517,691     $ 593,009  
Provision for income taxes     (202,637 )     (63,268 )     (388,468 )     (154,466 )
Net income   $ 630,631     $ 338,007     $ 1,129,223     $ 438,543  
Net income per share                                
Basic   $ 0.01     $ 0.01     $ 0.02     $ 0.01  
Diluted   $ 0.01     $ 0.01     $ 0.02     $ 0.01  
Weighted average common stocks outstanding                                
Basic     55,382,395       51,769,358       55,003,233       51,769,358  
Diluted     55,632,357       51,769,358       57,004,070       51,769,358  

 

3


 

Health In Tech, Inc.

Consolidated Balance Sheets

(Unaudited)

 

    June 30,
2025
    December 31, 2024  
Assets            
Current assets            
Cash   $ 8,138,166     $ 7,849,248  
Accounts receivable, net     1,281,131       1,647,103  
Other receivables     3,854,834       500,252  
Deferred offering costs     66,500       -  
Prepaid expenses and other current assets     1,513,017       787,161  
Total current assets     14,853,648       10,783,764  
Non-current assets                
Software     5,519,110       3,962,461  
Loans receivable, net     847,993       815,995  
Operating lease - right of use assets     173,896       206,269  
Long-term prepaid expenses     783,603       -  
Total non-current assets     7,324,602       4,984,725  
Total assets   $ 22,178,250     $ 15,768,489  
Liabilities and stockholders’ equity                
Current liabilities                
Accounts payable and accrued expenses   $ 4,327,475     $ 1,858,840  
Income taxes payable     34,944       205,253  
Operating lease liabilities - current     71,418       66,881  
Other current liabilities     955,743       -  
Total current liabilities     5,389,580       2,130,974  
Non-current liabilities                
Deferred tax liabilities     262,129       328,676  
Operating lease liabilities - non-current     102,938       139,811  
Total non-current liabilities     365,067       468,487  
Total liabilities     5,754,647       2,599,461  
Stockholders’ equity                
Common stock, $0.001 par value; Class A Common stock 150,000,000 shares authorized, 44,679,664 and 42,914,870 shares issued and outstanding as of June 30, 2025 and December 31, 2024, respectively     44,679       42,915  
Common stock, $0.001 par value; Class B Common stock 50,000,000 shares authorized, 11,700,000 shares issued and outstanding as of June 30, 2025 and December 31, 2024, respectively     11,700       11,700  
Additional paid-in capital     11,296,605       9,173,017  
Retained earnings     5,070,619       3,941,396  
Total stockholders’ equity     16,423,603       13,169,028  
Total liabilities and stockholders’ equity   $ 22,178,250     $ 15,768,489  

 

4


 

Health In Tech, Inc.

Consolidated Statements of Cash Flows

(Unaudited)

 

   

Three Months Ended

June 30,

   

Six Months Ended

June 30,

 
    2025     2024     2025     2024  
CASH FLOWS FROM OPERATING ACTIVITIES:                        
Net income   $ 630,631     $ 338,007     $ 1,129,223     $ 438,543  
Adjustments to reconcile net income to net cash provided by operating activities:                                
Write-off of accounts receivable     5,990       -       5,990       -  
Amortization expense     135,983       134,787       271,966       269,574  
Provision for refund liability     175,698       -       955,743       -  
Deferred tax expenses (benefits)     (32,074 )     754       (66,547 )     (59,316 )
Amortization of debt discount     -       165,000       -       330,000  
Interest income     (15,999 )     (15,999 )     (31,998 )     (31,998 )
Stock-based compensation expense     707,963       -       1,201,134       -  
Changes in operating assets and liabilities:                                
Accounts receivable, net     823,480       556,793       359,982       777,895  
Other receivables     134,954       382,279       (3,354,582 )     619,372  
Prepaid expenses and other current assets     813,510       (1,737 )     (204,241 )     (91,725 )
Long-term prepaid expenses     (357,666 )     -       (357,666 )     -  
Operating lease right of use assets and liabilities, net     18       623       37       1,247  
Accounts payable and accrued expenses     (1,150,600 )     (70,229 )     2,269,897       (1,555,558 )
Income taxes payable     (390,612 )     (223,737 )     (170,309 )     (111,705 )
Net cash provided by operating activities     1,481,276       1,266,541       2,008,629       586,329  
CASH FLOWS FROM INVESTING ACTIVITIES:                                
Development of software     (909,897 )     (93,962 )     (1,613,372 )     (227,356 )
Net cash used in investing activities     (909,897 )     (93,962 )     (1,613,372 )     (227,356 )
CASH FLOWS FROM FINANCING ACTIVITIES:                                
Payments of deferred offering costs     (8,250 )     (368,910 )     (106,339 )     (612,120 )
Net cash used in financing activities     (8,250 )     (368,910 )     (106,339 )     (612,120 )
Increase (decrease) in cash     563,129       803,669       288,918       (253,147 )
Cash, beginning of the period     7,575,037       1,359,534       7,849,248       2,416,350  
Cash, end of the period     8,138,166       2,163,203       8,138,166       2,163,203  
Supplemental disclosures of cash flow information:                                
Cash paid for interest   $ -     $ -     $ -     $ -  
Cash paid for income taxes   $ 625,323     $ 286,252     $ 625,323     $ 325,487  
Summary of noncash investing and financing activities:                                
Accrued deferred offering costs included in accounts payable and accrued expenses   $ -     $ 220,961     $ -     $ 220,961  
Accrued development of software included in accounts payable and accrued expenses   $ 265,243     $ 25,817     $ 265,243     $ 25,817  
Issuance of Class A common stock for service   $ 1,037,984     $ -     $ 1,037,984     $ -  

 

5


 

Adjusted EBITDA Reconciliation

(Unaudited)

 

    For Three Months Ended June 30,     For Six Months Ended June 30,  
    2024     2025     2024     2025  
Net income   $ 338,007     $ 630,631     $ 438,543     $ 1,129,223  
Interest (income) expenses     133,661       (108,198 )     274,349       (193,564 )
Depreciation and amortization     134,787       135,983       269,574       271,966  
Income tax expense     63,268       202,637       154,466       388,468  
Stock-based compensation expense     -       707,963       -       1,201,134  
Total net adjustments     331,716       938,385       698,389       1,668,004  
Adjusted EBITDA   $ 669,723     $ 1,569,016     $ 1,136,932     $ 2,797,227  

 

Components of Operating Results

 

Revenues

 

While we generate our revenue primarily from small employers and insurance carriers, we grow our business primarily from offering solutions that streamline sales processes, enhance service delivery, and reduce the sales cycle duration for TPAs, MGUs, and Brokers. We offer our services through our three subsidiaries. Program services provided by SMR and MGU activities provided by ICE (including eDIYBS) are interdependent, as they cannot function effectively without being combined. Services provided by HI Card are an optional add-on to our other services, and cannot be offered on a standalone basis. Brokers that utilize the program services on behalf of the small employer provided by SMR and MGU activities provided by ICE, are not obligated to utilize our HI Card service. Currently ICE does not offer underwriting services as a standalone service. In the future, we may consider offering it as a standalone service.

 

Cost of revenues

 

Cost of revenues primarily consists of infrastructure costs to operate our platform such as hosting fees and fees paid to various third-party partners for access to their technology, services and amortization expenses of our capitalized internal-use software related to our platform. We mainly outsource captive management services and data services from the third-party companies. Our internal proprietary system seeks to consistently improve underwriting and services results through machine learning and data feeds. The captive management activities include introducing new carriers, conducting due diligence on carriers, conducting feasibility studies to determine the viability to be a stop-loss carrier on the platform, negotiating terms and contracts, coordinating audit requests, managing relationship with unrelated carriers and their regulators and auditor firms to ensure that our risk associated with our service offerings is minimized.

 

Sales and marketing expenses

 

Sales and marketing expenses primarily consist of personnel-related costs including salaries, stock-based compensation expense, benefits and commissions cost for our sales and marketing personnel. Sales and marketing expenses also include the costs for advertising, promotional and other marketing activities, as well as certain fees paid to various third-party for sales and customer acquisition.

 

6


 

General and administrative expenses

 

General and administrative expenses primarily consist of personnel-related costs and related expenses for our executives, finance, legal, human resources, technical support, and administrative personnel as well as the costs associated with professional fees for external legal, accounting and other consulting services, insurance premiums.

 

Research and development expenses

 

Research and development expenses primarily consist of personnel-related costs, including salaries, stock-based compensation expense and benefits for our research and development personnel. Additional expenses include costs related to the software development, quality assurance, and testing of new technology, and enhancement of our existing platform technology.

 

Adjusted EBITDA

 

Adjusted EBITDA represents our net income before net interest expense, taxes, and depreciation and amortization expense, adjusted to eliminate stock-based compensation expense. Adjusted EBITDA is not a measure calculated in accordance with United States Generally Accepted Accounting Principles, or GAAP. We exclude certain non-recurring or non-cash items when calculating Adjusted EBITDA, and we believe this approach provides a more meaningful measure by offering a clearer view of our underlying operational performance.

 

Financial Results Summary

(Unaudited)

($ in millions)

 

    Three Months Ended June 30,     Six Months Ended June 30,  
    2025     2024     % Change     2025     2024     % Change  
Total revenues   $ 9.3     $ 5.0       86.2 %   $ 17.3     $ 10.1       71.1 %
GAAP gross margin     67.7 %     80.5 %     -12.8 %   $ 67.3 %   $ 80.6 %     -13.3 %
Income before income tax expense   $ 0.8     $ 0.4       107.7 %   $ 1.5     $ 0.6       155.9 %
Adjusted EBITDA   $ 1.6     $ 0.7       134.3 %   $ 2.8     $ 1.1       146.0 %

 

Investor Contact

Investor Relations:
ir@healthintech.com

 

 

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