Form 8-K

8-K — HeartBeam, Inc.

Accession: 0001213900-26-071605

Filed: 2026-06-24

Period: 2026-06-18

CIK: 0001779372

SIC: 3841 (SURGICAL & MEDICAL INSTRUMENTS & APPARATUS)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Other Events

Item: Financial Statements and Exhibits

Documents

8-K — ea0295849-8k_heart.htm (Primary)

EX-99.1 — PRESS RELEASE OF HEARTBEAM, INC. ISSUED ON JUNE 24, 2026 (ea029584901ex99-1.htm)

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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 and Exchange Act of 1934

Date of Report (Date

of earliest event reported): June 18, 2026

HEARTBEAM, INC.

(Exact name of Registrant

as specified in its charter)

Delaware

001-41060

47-4881450

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

2118

Walsh Avenue, Suite 210

Santa

Clara, CA

95050

(Address of principal

executive offices, including zip code)

(408)

899-4443

(Registrant’s

telephone number, including area code)

Check the appropriate

box below if the 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following

provisions:

☐

Written communication 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

Common Stock

BEAT

NASDAQ

Warrant

BEATW

NASDAQ

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

5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of

Certain Officers.

Robert P. Eno Departure

On June 18, 2026, Heartbeam, Inc. (the “Company”)

and Mr. Eno mutually agreed to his departure as the Company’s Chief Executive Officer, as a member of the Company’s Board

of Directors (the “Board”), and as the Company’s principal executive officer, effective as of June 30, 2026, in connection

with a strategic reorganization within the Company. Mr. Eno’s decision to depart is not the result of any dispute or disagreement

with the Company on any matter relating to the Company’s operations, policies or practices. In connection with Mr. Eno’s departure,

it is expected that he and the Company will enter into a consulting agreement whereby Mr. Eno is expected to provide support services

to the Company following June 30, 2026, in an advisory capacity. Any payment of the severance amounts pursuant to the terms of Mr. Eno’s

Employment Agreement dated as of January 17, 2023 (the “Employment Agreement”) is subject to Mr. Eno’s execution of

a release of claims satisfactory to the Company. The description of Mr. Eno’s Employment Agreement is qualified in its entirety

by reference to the full text of the Employment Agreement, which is included as Exhibit 10.2 to the Current Report on Form 8-K filed by

the Company on January 18, 2023.

Until a new Chief Executive Officer is identified,

the Company will strategically align its operations around focused implementation teams led by Branislav Vajdic, Ph.D., Founder and President,

and Rich Ferrari, Executive Chairman of the Board. Dr. Vajdic, will also serve as the Company’s principal executive officer, effective

July 1, 2026.

Biographical information and information regarding

related party transactions with respect to Dr. Vajdic and Mr. Ferrari is contained in Part III, Items 10 and 13 of the Company’s

Annual Report on Form 10-K for the year ended December 31, 2025, which Items are incorporated by reference herein.

Mark Strome Resignation

On June 18, 2026, Mark Strome notified the Company

of his resignation from the Board and all committees thereof, effective immediately. Mr. Strome's resignation was not due to any dispute

or disagreement with the Company on any matter relating to the Company's operations, policies, or practices.

Item

8.01 Other Events.

On June 24, 2026, the Company issued a press release

announcing the departure of Mr. Eno as the Company’s Chief Executive Officer, a member of the Board and principal executive officer.

A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information contained in this Item 8.01, including

the related information set forth in the press release attached hereto as Exhibit 99.1, is being “furnished” and shall not

be deemed “filed” with the Securities and Exchange Commission for the 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 and is not incorporated by

reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after

the date hereof, except as shall be expressly set forth by specific reference in such a filing.

- 1 -

Item

9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.

Description

99.1

Press Release of HeartBeam, Inc. issued on June 24, 2026 (furnished herewith)

104

Cover Page Interactive Data File (formatted as inline XBRL)

- 2 -

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.

HeartBeam, Inc.

Date: June 24, 2026

By:

/s/ Branislav Vajdic

Name:

Branislav Vajdic

Title:

President

- 3 -

EX-99.1 — PRESS RELEASE OF HEARTBEAM, INC. ISSUED ON JUNE 24, 2026

EX-99.1

Filename: ea029584901ex99-1.htm · Sequence: 2

Exhibit 99.1

HeartBeam Announces Strategic Shift to Accelerate

Global Adoption of its Ambulatory ECG Signal Platform and Leadership Transition

● Company will license its 3D ECG signal technology to established partners, moving beyond direct medical device sales

● Advancing toward heart attack detection as a key expansion of the platform

● Tailoring its technology to fit each market, while operating with a leaner, more focused structure

● Company to provide more details on strategy as part of Second Quarter 2026 conference call in August

SANTA CLARA, CA - June 24, 2026 - HeartBeam,

Inc. (NASDAQ: BEAT), a medical technology company focused on transforming cardiac care by providing powerful cardiac insights, today

announced a reorganization to prioritize global market reach and capital efficiency while accelerating execution. The company has aligned

its operations around focused implementation teams which will be led by Branislav Vajdic, Ph.D., Founder and President, and Rich Ferrari,

Executive Chairman. The teams are focused on a single goal: to provide every at-risk cardiac patient access to HeartBeam’s groundbreaking

technology.

This structure streamlines decision-making, improves

accountability, and enables leadership to concentrate resources on achieving key milestones while maintaining disciplined management.

The reorganization is expected to sharpen the Company’s focus on delivering results and create a meaningfully lower cost structure.

As part of these changes, Robert Eno, former Chief Executive Officer, will transition to a consulting role for HeartBeam.

“Our mission is to drive widespread global

adoption of our breakthrough technology,” said Ferrari. “We thank Rob for bringing HeartBeam to this point, from securing

FDA clearances to establishing the commercial foundation that makes this next phase possible. Now, we are streamlining our operations

and broadening our reach so that this potentially life-changing system can get into the hands of as many patients as possible, as quickly

as possible.”

The reorganization will enable the company to

focus on the key deliverables which separate it from the crowded cardiac monitoring space, namely:

● An AI-ready signal, built for more than cardiac care. AI can only deliver actionable insight based

on the quality of the signal it is given. HeartBeam has built what it believes is the best ambulatory ECG signal-acquisition platform

— a data-rich 3D signal that is the input AI needs to move from inference to true detection. This broader platform strategy has

been made possible most recently by the rapid advance of AI: the Company can now extract remarkably accurate, clinical-grade recordings

directly from its groundbreaking 3D signal-acquisition and ECG processing platform — turning more than a decade of signal science

into an immediately actionable foundation. Moreover, the company believes this same signal quality can serve third-party AI platforms

being developed across medicine that depend on high-quality, real-world ECG data.

● Advancing toward heart attack detection. A central focus of this strategy is expanding HeartBeam’s

platform beyond arrhythmia assessment into reliable heart attack detection, which the company believes is one of the largest unmet needs

in cardiac care. The company continues to build the evidence base needed to pursue this expanded indication and believes this milestone

will make its device a must-have for every cardiac patient, with the potential to save millions of lives and billions of dollars in avoidable

medical costs.

● One platform, every market. HeartBeam intends to achieve global adoption by partnering its breakthrough

patented 3D ECG platform across the five channels that already have distribution — governments and national health systems, ECG

OEMs, Holter and patch manufacturers, health systems and integrated delivery networks, and consumer wearable companies — and by

adapting its technology to the form factor each use case requires. The company believes its technology can be adapted to multiple form

factors: a ruggedized unit that lets a rural health clinic triage a patient in minutes, an adhesive patch for longer-term monitoring,

a simpler form factor for an older or less agile patient, or a sleek, compact card an expert user slips into a wallet.

The company received FDA marketing clearance for

its synthesized 12-lead ECG signal for arrhythmia assessment in December 2025 giving physicians a familiar format they already trust.

The company believes this unique capability will be critical to adoption in many use cases.

“HeartBeam’s technology addresses a fundamental

gap in cardiac care: the ability to get a verified, clinical-grade ECG reading anywhere, at any time, without a clinic visit. With commercialization

underway, the company is positioned to make that capability routine for the millions of Americans living with or at risk for arrhythmia,”

said Dr. Vajdic. “At the same time, we will continue to conduct the previously announced clinical studies to accelerate the development

of our offering into a comprehensive detection platform for heart attack and other cardiac conditions beyond arrhythmia.”

About HeartBeam, Inc.

HeartBeam, Inc. (NASDAQ: BEAT) is a medical technology

company dedicated to transforming the detection and monitoring of critical cardiac conditions. The Company has developed the first-ever

cable-free device capable of collecting ECG signals in 3D, from three non-coplanar directions, and synthesizing the signals into a 12-lead

ECG. This platform technology is designed for portable devices that can be used wherever the patient is to deliver actionable heart intelligence.

Physicians will be able to identify cardiac health trends and acute conditions and direct patients to the appropriate care – all

outside of a medical facility, thus redefining the future of cardiac health management. HeartBeam’s 3D ECG technology received FDA

clearance for arrhythmia assessment in December 2024, and the 12-Lead ECG synthesis software received FDA clearance for arrhythmia assessment

in December 20251. The Company holds over 20 issued patents related to technology enablement. For additional information, visit

HeartBeam.com.

Forward-Looking Statements

All statements in this release that are not based

on historical fact are “forward-looking statements.” While management has based any forward-looking statements included in this

release on its current expectations, the information on which such expectations were based may change. Forward-looking statements involve

inherent risks and uncertainties which could cause actual results to differ materially from those in the forward-looking statements, as

a result of various factors including those risks and uncertainties described in the Risk Factors and in Management’s Discussion

and Analysis of Financial Condition and Results of Operations sections of our Forms 10-K, 10-Q and other reports filed with the SEC and

available at www.sec.gov. We urge you to consider those risks and uncertainties in evaluating our forward-looking statements. We caution

readers not to place undue reliance upon any such forward-looking statements, which speak only as of the date made. Except as otherwise

required by the federal securities laws, we disclaim any obligation or undertaking to publicly release any updates or revisions to any

forward-looking statement contained herein (or elsewhere) to reflect any change in our expectations with regard thereto or any change

in events, conditions or circumstances on which any such statement is based.

Media Contact:

media@heartbeam.com

Investor Relations Contact:

Chris Tyson

Executive Vice President

MZ North America

Direct: 949-491-8235

BEAT@mzgroup.us

www.mzgroup.us

1Cleared

Indications for Use

The HeartBeam System with 12-Lead ECG synthesis

software is FDA cleared for arrhythmia assessment only. The heart attack detection indication and algorithm are not FDA cleared and not

available in the US or any other geography at this time. Refer to the Company’s Cleared Indications for Use at https://www.heartbeam.com/indications

for details on the intended use of its technology.

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