Exhibit 10.1

ADVANCE AGREEMENT

This Advance Agreement (the “Agreement”) dated December 5th, 2025 (the “Advance Agreement Date”), is entered into by and among: (a) Healthcare Triangle, Inc, a Delaware corporation (“HCTI”, or “Buyer”), and (b) Teyame AI LLC, a St Kitts and Nevis corporation (“Teyame”, or “Intermediary Seller”). HCTI and Teyame are hereinafter collectively referred to as the “Parties” and individually as a “Party.”

Preamble

Whereas, the Teyame and CH 109, S.L and Maria Luisa Sanchez Fernandez (the “Equity Holders”) have entered into the Binding Letter of Intent dated as of September 1, 2025 (the “LOI”) which relates to the sale of 100% of the equity (the “Equity”) of Teyame 360 SL, a company incorporated in Spain and Datono Mediacion SL, a company incorporated in Spain (both companies collectively referred to herein as the “Equity Holders”).

Whereas, the Intermediary Seller desires to sell the Equity it purchases from the Equity Holders to the Buyer on the terms set forth in this Agreement.

Purchase Price Summary

In consideration for the sale of the Equity by the Intermediary Seller, the Buyer shall pay to the Intermediary Seller a purchase price of US Dollars Fifty Million ($50,000,000) comprised of the following:

Payment of Advance

In consideration of the mutual covenants, agreements, representations and warranties contained in this Agreement, the parties hereto agree as follows:

Under the terms of this agreement, HCTI agrees to pay an advance of USD 3,000,000 (US Dollars Three Million Only) as Advance to Teyame in connection with the proposed acquisition of the Equity on or before December 5th, 2025, by wire transfer to the designated bank account. The Parties agree to consummate the deal on or before February 16, 2026. The anticipated payment schedule is as follows:

Application of Advance

The advance amount paid under this agreement shall be applied against the cash consideration payable at closing under the SPA.

Representations

Each Party represents that it has full authority to enter into this Agreement and that doing so violates no laws or contracts. In addition, each party is agreeing to be bound to this Agreement. The Intermediary Seller represents and warrants to HCTI: (i) that the Equity Holders are the current owners of the Equity, (ii) the LOI provides the Intermediary Seller with the right to purchase the Equity (the “Purchase Right”) on terms that are at least as favorable to the Intermediary Seller as the terms provided to HCTI under this Agreement.

Covenants

The Intermediary Seller hereby agrees to (i) execute an Advance Agreement (the “Teyame Advance Agreement”) in the form of Exhibit A simultaneously with the execution of this Agreement and this Agreement shall not be effective until the Teyame Advance Agreement has been fully executed; (ii) direct HTCI to issue any securities that are referenced in the Purchase Price Summary to the Equity Holders on a 50/50 basis and (iii) own 100% of the Equity on or prior to the Closing Date.

Confidentiality

All parties shall keep all information confidential unless disclosure is required by law.

Governing Law

This Agreement shall be governed by the laws of the State of California, with exclusive jurisdiction in courts located in San Francisco.

Miscellaneous

This Agreement does not obligate any of the Parties to complete the transaction. Modifications require written consent by all Parties.

IN WITNESS WHEREOF, each of the undersigned has executed this Advance Agreement as of the date first written above.

Advance Agreement

This Advance Agreement (the “Agreement”) is made and entered into on December 05, 2025 (the “Advance Agreement Date”), by and among:

(a) Teyame AI LLC, a corporation incorporated under the laws of St. Kitts and Nevis (“Teyame”);

(b) Teyame 360 SL and Datono Mediacion SL, companies incorporated in Spain (collectively, the “Assets”) and

(c) CH 109 SL represented by Ivan Montero and Maria Luisa Sanchez Fernandez (collectively, the “Sellers”), each holding a 50% equity interest in the Assets.

Teyame, the Assets, and the Sellers are hereinafter collectively referred to as the “Parties”, and individually as a “Party.”

Preamble

Teyame holds the exclusive right to acquire the Assets from the Sellers and intends to assign and transfer such right to Healthcare Triangle, Inc. (the “Buyer”). The Buyer desires to purchase from the Sellers 100% of the equity in the Assets, subject to the terms and conditions set forth in this Agreement.

Payment of Advance

In consideration of the mutual covenants, representations, and warranties contained herein, the Parties agree as follows:

Teyame shall pay to the Sellers an advance payment on or before December 08, 2025; the Parties agree to consummate the deal on or before February 16, 2026.

Adjustment of Advance

The advance amount paid under this Agreement will be adjusted against the cash consideration payable at closing under the definitive Share Purchase Agreement (SPA).

Representations

Each Party represents and warrants that:

Confidentiality

All information exchanged under this Agreement shall remain confidential and shall not be disclosed except as required by law or regulatory authority.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of Spain, with exclusive jurisdiction vested in the courts located in Madrid, Spain.

Miscellaneous

Sellers

5

Exhibit 99.1

Healthcare Triangle, Inc. Signs Advance Agreement for the Acquisition of Next-Generation AI Customer
Engagement Business, on track to generate $34M in Revenue for FY 2025

PLEASANTON, Calif., December 10, 2025 (PR NEWSWIRE) — Healthcare Triangle, Inc. (Nasdaq: HCTI) (“HCTI” or the “Company”), a leader in digital transformation solutions for healthcare and life sciences, today announces that it has entered into an Advance Agreement with Teyame AI LLC, a St Kitts and Nevis corporation (“Teyame”), as part of its planned acquisition of the shares of Teyame 360 SL and Datono Mediacion SL, companies incorporated in Spain (“Assets”), which are run together as a Spain-based leader in AI-powered omnichannel customer experience (CX) solutions. This acquisition would position the Company as a global force in AI-powered customer and patient engagement.

The proposed transaction contemplates up to approximately $50 million of total consideration, consisting of a combination of cash, shares of the Company’s common stock, shares of non-voting convertible preferred stock, and contingent earnout-based equity consideration, subject to the final terms of a definitive purchase agreement. The parties currently anticipate targeting a closing in the first quarter of 2026, subject to the negotiation and execution of a definitive purchase agreement, completion of due diligence, required shareholder approval, and other customary closing conditions. This communication does not constitute a solicitation of any proxy, vote or approval.

Based on financial information the Company has received from Teyame, the Company expects the Assets to generate approximately $34 million in incremental annual revenue and $4.2 million in incremental EBITDA for fiscal year 2025. The planned acquisition represents a pivotal moment in HCTI’s evolution from healthcare IT provider to comprehensive digital health innovator and is expected to significantly enhance HCTI’s financial performance and shareholder value.

“The transaction will bring real world lived experience of Agentic Gen AI and is about to change the game for HCTI. It’s where the rubber meets the road in AI” added David Ayanoglou, Chief Financial Officer of HCTI.

‘We are pleased to take this decisive step with the signing of the binding advance agreement. Integrating these AI-powered engagement platforms with HCTI’s healthcare technologies positions us to deliver a next-generation, intelligent ecosystem for patients, providers, and global markets.”— Sujatha Ramesh, Chief Operating Officer, Principal Executive Officer, and Director, Board of Directors, HCTI.

This planned acquisition is slated to be a critical step in HCTI’s broader strategy focused on:

This strategic acquisition will combine HCTI’s deep healthcare technology expertise with the acquired Assets’ AI automation customer engagement platform(s), so that an integrated ecosystem can be created where every patient touchpoint would become intelligent, personalized, and outcome focused.

About Healthcare Triangle

Healthcare Triangle, Inc. based in Pleasanton, California, reinforces healthcare progress through breakthrough technology and extensive industry knowledge and expertise. We support healthcare organizations including hospitals and health systems, payers, and pharma/life sciences organizations in their effort to improve health outcomes through better utilization of the data and information technologies that they rely on. Healthcare Triangle achieves HITRUST Certification for Cloud and Data Platform (CaDP), marketed as CloudEz™ and DataEz™. HITRUST Risk-based, 2-year (r2) Certified status demonstrates to our clients the highest standards for data protection and information security. Healthcare Triangle enables the adoption of new technologies, data enlightenment, business agility, and response to immediate business needs and competitive threats. The highly regulated healthcare and life sciences industries rely on Healthcare Triangle for expertise in digital transformation encompassing the cloud, security and compliance, data lifecycle management, healthcare interoperability, and clinical & business performance optimization.

About Teyame 360 SL and Datono Mediacion SL

Proven AI Innovation and Customer Engagement Meets Healthcare Expertise

The Assets which are headquartered in Madrid, have built a sophisticated platform that seamlessly blends artificial intelligence with human expertise, currently serving banking and insurance clients while piloting breakthrough healthcare applications. The company’s technology stack includes advanced chatbot automation, multilingual patient engagement tools, and real-time analytics, capabilities that become exponentially more powerful when integrated with HCTI’s clinical systems.

Key highlights of the Assets’ innovations include:

Forward-Looking Statements and Safe Harbor Notice

All statements other than statements of historical facts included in this press release are “forward-looking statements” (as defined in the Private Securities Litigation Reform Act of 1995), and include, among others, statements regarding the consummation of the private placement, satisfaction of the customary closing conditions of the private placement and the use of the proceeds therefrom. Such forward-looking statements include our expectations and those statements that use forward-looking words such as “projected,” “expect,” “possibility” and “anticipate.” The achievement or success of the matters covered by such forward-looking statements involve significant risks, uncertainties, and assumptions, including market and other conditions. Actual results could differ materially from current projections or implied results. Investors should read the risk factors out lined in the company’s annual report on form 10-K for the year ended December 31, 2024, on file with the Securities Exchange Commission (the “SEC”) and in previous filings, subsequent filings and future periodic reports filed with the SEC. All the company’s forward-looking statements are expressly qualified by all such risk factors and other cautionary statements.

Investors:

1-800-617-9550

ir@healthcaretriangle.com