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Form 8-K

sec.gov

8-K — Health In Tech, Inc.

Accession: 0001213900-26-056014

Filed: 2026-05-14

Period: 2026-05-13

CIK: 0002019505

SIC: 6411 (INSURANCE AGENTS BROKERS & SERVICES)

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — ea0290620-8k_health.htm (Primary)

EX-99.1 — TRANSCRIPT (ea029062001ex99-1.htm)

GRAPHIC (ea029062001_ex99-1img1.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K — CURRENT REPORT

8-K (Primary)

Filename: ea0290620-8k_health.htm · Sequence: 1

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0002019505

0002019505

2026-05-13

2026-05-13

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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

May 13, 2026

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 7.01. Regulation FD Disclosure.

Earnings Call Script

On May 13, 2026, Health In

Tech, Inc., a Nevada corporation (the “Company”), hosted a conference call to discuss its financial and operating results

for the quarter ended March 31, 2026. A transcript of the conference call is furnished as Exhibit 99.1 to this Current Report on Form

8-K. As previously disclosed, a replay of the entire conference call is available for on-demand listening through approximately 90 days

after the date hereof via the Investor Relations page of the Company’s website at https://healthintech.investorroom.com.

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 Item 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 or the accompanying exhibits 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.

Health In Tech undertakes no obligation to update any forward-looking statements, except as required by law.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

Exhibit No.

Description

99.1

Transcript.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

1

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: May 13, 2026

HEALTH IN TECH, INC.

By:

/s/ Tim Johnson

Name:

Tim Johnson

Title:

Chief Executive Officer

2

EX-99.1 — TRANSCRIPT

EX-99.1

Filename: ea029062001ex99-1.htm · Sequence: 2

Exhibit

99.1

Q1

2026 Earnings Conference Call

May

13, 2026

5:00

PM EST (New York)

Presenter

Dial-In ( US/Canada Toll Free): 1-866-250-8117

Presenters

are asked to please connect a minimum of 15 minutes prior to the conference start time. When the speakers are connected, the conference

specialist will do a brief sound check for your line. You will also be asked to review the following items: verify conference title, the

first speaker’s name and pronunciations of other speakers’ names, Q&A restrictions or priority questioners, who will read

the safe harbor language, any questions regarding special services or requests.

Q&A

Link:

The

link below provides access to the Q&A admin portal. There is no need to log in unless you would like to message the host

directly during the call or view who has raised their hand to ask a question.

https://qa6.choruscall.com/contexweb/ViewQA/loginSortQA.htm

View

Q&A Conference Code: 10208973

Operator

Good day, ladies and gentlemen. Thank you for standing by, and welcome

to the Health In Tech first quarter 2026 earnings conference call. Currently, all participants are in listen-only mode. Later, we will

conduct a question-and-answer session, and instructions will follow at that time. As a reminder, we are recording today’s call. If you

have any objections, you may disconnect at this time.

Now I will turn the call over to Lori Babcock, Chief of Staff for the

company, Ms. Babcock, please proceed.

Lori Babcock – Chief of Staff

Thank you, operator, and hello, everyone. Welcome to Health In Tech’s

first quarter 2026 earnings conference call. Joining us today are Mr. Tim Johnson, Chief Executive Officer, Mr. Zain Hasan, Chief Growth

Officer and Ms. Julia Qian, Chief Financial Officer. Full details of our results can be found in our earnings press release and in our

related Form 10-Q, to be filed with the SEC. These documents will be available on our Investor Relations website at healthintech.investorroom.com.

As a reminder, today’s call is being recorded, and a replay will be available on our IR website as well.

Before we continue, please note that today’s discussion includes forward-looking

statements made pursuant to the Safe Harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. These statements

are based on information available as of today and involve risks, uncertainties, and assumptions that could cause actual results to differ

materially from those expressed or implied, including those discussed in our quarterly report on Form 10-Q for the period ended March

31, 2026, to be filed with the SEC. Please review the forward-looking and cautionary statements section at the end of our earnings release

for various factors that could cause actual results to differ materially from forward-looking statements made during our call today.

Except as expressly required by the federal securities laws, we undertake

no obligation to update and expressly disclaim the obligation to update these forward-looking statements to reflect events or circumstances

after the date of this call or to reflect new information or the occurrence of unanticipated events. We may also refer to certain financial

measures not in accordance with generally accepted accounting principles, such as adjusted EBITDA, for comparison purposes only. Our GAAP

results and reconciliations of GAAP to non-GAAP measures can be found in our earnings press release.

With that, I will now turn the call over to our CEO, Mr. Tim Johnson.

Tim Johnson – CEO

Thank you, Lori, and good afternoon, everyone. We appreciate you joining

us today.

Before discussing the quarter, I want to take a step back and frame

how we are thinking about 2026.

As we discussed during last quarter’s call, we are operating

within a massive, opaque self-funded stop loss insurance market. According to industry estimates, as of 2025, roughly 80% of large businesses

had adopted self-funded healthcare plans, while only about 27% of medium and small businesses had. Self-funded healthcare plans allow

businesses to manage their costs better with a lot of flexibility. However, the complexity has made implementation nearly unrealistic

for many businesses. Our AI-powered solutions remove barriers and make it simple and easy.

The self-funded healthcare market represents nearly a one trillion-dollar

stop loss insurance premium a year, and the total number of insurance brokers exceeds one million according to industry estimates.

In comparison, today just about 900 distribution partners—consisting

primarily of insurance brokers—drive the sale of self-funded plans and stop-loss policies placed through Health In Tech’s

modern technology platform. In other words, our penetration of the broker pool remains well below one-tenth of one percent, which highlights

the significant runway potential ahead, especially given the substantial benefits that our platform aims to deliver: convenience, customization,

cost-effectiveness, clarity, and condensed time to quote.

2025 was a year in which we demonstrated that our model could scale

meaningfully and achieve strong profitability, and our plan is for 2026 to be a year of deliberate investment in sales distribution and

technology development to build our roster of distribution partners, expand our market presence, enhance our technology for new features,

deliver new solutions, and accelerate long-term revenue growth.

In March 2026, we completed a private investment in public equity (PIPE),

which brought us approximately $7 million in gross proceeds that will, in part, support our growth initiatives. To be clear, this capital

raise was not driven by an immediate need for working capital in our view as our business remains strong from a fundamental balance sheet

perspective. Rather, we identified an opportunity to broaden our shareholder base with new institutional investors through a modestly

sized raise that limited dilution and provided incremental fuel for growth.

We intend to prudently deploy this new capital across several targeted

areas, including expanding our sales distribution network, adding new carrier partners to our platform, enhancing our technology architecture

and AI development, and advancing our service offerings and product development.

First, expanding sales distribution.

Our business scales through distribution, with brokers serving as the

primary channel through which employers access self-funded health plans on eDYIBS, our innovative AI-powered marketplace.

In 2026, we are increasing our investment in sales and marketing to

expand our broker network, deepen engagement, and build a more proactive and scalable go-to-market strategy. Historically, much of our

growth has been driven organically by “word of mouth” and through our relatively small in-house sales team. Going forward,

we plan to build our sales team and complement their efforts with more structured outreach, marketing initiatives, and direct engagement

within the broader broker community. Our Chief Growth Officer, Zain Hasan, has more than 15 years of experience in the employee benefits

and insurance industry, he is a five-time founder and former Chief Executive Officer who has successfully built and exited multiple companies.

He brings a proven background in scaling revenue, leading both organic and inorganic growth initiatives, executing strategic acquisitions,

and driving disciplined value creation. He will expand on growth efforts a bit later in the call.

2

We believe these investments are critical to capturing a larger share

of a huge market, in which our current penetration remains very low despite the compelling value-added benefits of our platform.

Second, adding new carrier partners.

On the other side of our platform, we will be focused on increasing

the number and diversity of participating insurance carriers.

I want to spend a moment explaining why adding carriers is important.

Today, our platform generates bindable, execution-ready quotes for employer groups through rapid underwriting that is based on carrier-specific

risk criteria. While our technology significantly improves the speed, consistency, and efficiency of the underwriting process, overall

pricing to the employer reflects a combination of factors across the value chain, such as carrier’s risk assessment, the changes

of underlying employees health condition, claims expense and administrative costs.

Cost variability for the employer at renewal generally boils down to

the carrier’s underwriting criteria and risk assessment, which can fluctuate based on changes in claims experience or shifts in

the carrier’s risk appetite. These fluctuations can lead to less competitive pricing or limited options for the employer at renewal,

even if the broker and employer are otherwise delighted with our platform.

By expanding our carrier network, we can provide brokers with greater

underwriting perspectives for the same employer group, increasing the likelihood of finding a competitive and suitable option within our

platform at renewal.

In practical terms, “more carriers” means more choice for

brokers, better alignment with employer needs, and ultimately a higher probability of successful placement, which we believe will drive

greater platform utilization, enhanced employer “stickiness,”, and stronger revenue growth for Health In Tech.

Third, Health In Tech’s next-generation technology architecture

and AI development. Sri Rajagopalan, our Chief Technology Officer has spent the majority of his career at SAP and IBM, two of the

world’s leading enterprise software companies, where he held senior leadership roles in enterprise architecture and large-scale platform

engineering. His experience spans global, mission-critical systems serving complex enterprise clients across multiple industries. As we

expand our AI-enabled underwriting and benefits administration platform, Sri will strengthen our core technology foundation—enhancing

scalability, data intelligence, cybersecurity, and operational resilience.

Under Sri’s leadership, we announced in March 2026, we engaged

Ciklum, an Amazon Web Service Advanced Tier Service Partner, to expand both the front- and back-end functionality of our technology platform.

Our partnership with Ciklum is off to a strong start. Together, we

are implementing a more integrated technology environment, while streamlining data infrastructure and reporting processes.

We expect to achieve:

● Enhanced platform capabilities and administrative functions that can aid

our expansion into larger employer markets;

● Improved integration of front- and back-end workflows, consolidating quoting,

underwriting, administration, and analytics into a unified platform; and

● Advanced data and operational reporting capabilities to deliver deeper insights

and improved decision-making for brokers, third-party administrators (TPAs), managing general underwriters (MGUs), carriers, and employer

end-clients.

Fourth, advancing services and product development.

To begin, I’m pleased to highlight that, starting in January,

we expanded our service scope with the launch of our enhanced self-funded plan administration offering. This new model delivers pre-configured,

end-to-end self-funded health benefit solutions that bundle plan design, administration, and stop-loss coverage into a single, streamlined

framework.

3

With years of experience, we have developed a comprehensive suite

of more than 100 pre-designed, customizable plans. These plans are curated, bundled, and directly supported by a network of specialized

administrative vendors, enabling us to deliver consistent, high-quality solutions while maintaining flexibility to meet specific employer

needs.

This also reflects an evolution in how we engage with vendors. Historically,

vendors primarily accessed our platform as independent participants, while our role was focused on providing infrastructure and selecting

appropriate vendors. We are now moving toward a more integrated and actively managed model, where we curate, bundle, and manage the vendors

that comprise a self-funded health plan as part of a broader end-to-end solution.

As of March 2026, these pre-configured options address the majority

of employer use cases and can be rapidly deployed, significantly reducing plan design and administrative complexity. For our distribution

partners, this translates into a more efficient sales process.

By taking a more hands-on approach to vendor management, we gain greater

visibility into vendor performance, allowing us to continuously evaluate, refine, and improve the quality of our network. Over time, we

believe this will help us build a best-in-class vendor ecosystem, strengthen platform differentiation, and support higher conversion and

retention across our marketplace.

In addition to expanding our service model, we recently rolled out

a significant update to our eDIYBS platform, designed to make the quoting, underwriting, and communication process faster, more transparent,

and more efficient for brokers.

This update includes a refreshed platform interface, improved workflow

design, enhanced census insights, expanded large-group quoting functionality, improved underwriting status visibility, automated experience

data parsing, AI-driven risk insights, and broker-to-underwriter messaging directly within the platform.

These enhancements are important because they directly address many

of the friction points that have historically slowed down the self-funded quoting and underwriting process. For example, our enhanced

Census Insights capability helps brokers identify data quality and completeness issues before submission, which can reduce back-and-forth

and help minimize underwriting delays. While our platform already supports large-group quoting, the latest enhancements improve the workflow

around larger and more complex cases, including better handling of census data, experience data, and underwriting communication.

We have also introduced broker-to-underwriter messaging, which keeps

communication, files, and updates tied directly to each opportunity rather than scattered across disconnected email threads.

Early feedback from brokers has been very positive, particularly around

the new messaging feature and overall workflow improvements. Brokers have responded well to having communications, files, and updates

tied directly to each opportunity, rather than managed through disconnected email chains. We are also hearing positive feedback on the

RFP ( Request for Proposal) and document upload automation functions, with brokers noting that the process feels smoother, requires less

back-and-forth, and reduces manual steps. While the enhanced Census Insights tool continues to be well received, the strongest reaction

so far has been around the broader efficiency improvements across the platform. Brokers are noticing the impact immediately in their day-to-day

workflow, which we view as an encouraging sign for adoption and continued platform engagement.

Overall, these updates reflect our broader strategy of continuously

enhancing the eDIYBS platform to reduce manual work, improve visibility, and support faster, more accurate quoting and underwriting outcomes.

We believe these capabilities will further strengthen broker adoption, improve partner productivity, and support the scalability of our

marketplace.

4

Among new offerings currently under development, we are making significant

progress with our Three-Year Rate Stabilization Program. We expect to complete market testing of this program late in the second

quarter or early in the third quarter of 2026. This program is designed to address pricing volatility and provide greater cost predictability

for employer groups, which we believe is a key differentiator in the market. Governmental agencies and municipalities, among many others,

stand out as logical candidates for our Three-Year Rate Stabilization Program.

In addition, in the second quarter of 2026 we anticipate commencing

initial beta testing of a new data-driven solution that integrates physiological data and claims data to generate actionable value insights

for partners in our ecosystem and business employer end-clients.

I am incredibly excited about the growth journey in front of us. We

are addressing a vast market opportunity in self-funded health insurance with a comprehensive strategy to expand our ecosystem and democratize

self-funded health insurance for all employers, regardless of size.

Based on our current operating momentum and growing pipeline, we are

reiterating our guidance for full-year 2026 revenue of between $45 million and $50 million, representing approximately 35% to 50% year-over-year

growth.

Before Julia reviews our first quarter financial results, I’ll

turn it over to Zain, who will provide some additional detail on how we are scaling our sales and distribution strategy.

Zain Hasan – Chief Growth Officer

Thank you, Tim.

From a sales perspective, one of our largest opportunities remains

the significant, largely untapped broker and TPA distribution market, where many potential partners have yet to actively engage with our

platform.

We make it easy for brokers and TPAs to join and onboard onto our platform,

which they can use at no cost.

Unlike traditional models that rely on building large in-house sales

teams, we leverage a capital-light, partner-driven distribution strategy. In 2025, and with a relatively small in-house sales team of

6 professionals, we delivered $33 million in revenue. With the additional capital raised through our PIPE financing, we plan to further

invest in and selectively expand our in-house sales team and broaden distribution partners to support continued growth.

Importantly, our in-house sales team is primarily focused on onboarding

and activating distribution partners, rather than directly selling into employer accounts, which allows us to scale efficiently without

significant fixed cost expansion.

This efficiency is driven by our approach: empowering distribution

partners with technology that significantly reduces their cost of doing business. By replacing a manual, email-driven process with a fully

digitized and streamlined workflow, we save brokers a substantial amount of time and improve their ability to serve clients.

In addition, adding more carriers and building an AI driven solutions

to automate length manual processes continue to gain attraction.

5

As we continue to expand our technological capabilities, we intend

to become the go to marketplace for brokers to come to and to offer a one stop shop for the entire renewal process of a self-funded health

plan.

Scaling our expanded capabilities into large employer accounts, would

increase our average contract value of a client; while bringing in additional carriers should improve close rates.

At the same time, we are investing in analytics capabilities that provide

brokers with greater visibility into their quoting pipeline, including win/loss trends, response times, and actionable opportunities.

This represents a meaningful shift toward more data-driven sales management.

While the industry has historically been relationship-driven, we see

a significant opportunity to scale beyond that through more structured engagement. Our go-to-market strategy focuses on increasing direct

broker engagement through conferences, targeted outreach, and brand awareness initiatives—creating a flywheel that drives more platform

usage and increases deals per sales representative.

We are working on building relationships whereby our tech stack becomes

the infrastructure layer for how employee benefit brokers and TPAs serve their self-funded clients, a new strategy for distribution that

we are very optimistic about.

We will be active at key industry conferences where our target buyers

are concentrated using those as catalysts for Executive level engagement and pipeline generation.

Overall, while we are still early in this process, we are encouraged

by the consistency we are seeing and believe we are building a durable, scalable distribution engine that can support long-term growth—without

requiring linear headcount expansion.

I’ll now turn it over to Julia.

Julia Qian – CFO

Thank you, Zain, and good afternoon, everyone. I appreciate you joining

us today.

Before we move on, I’d like to highlight an important

update on how we present our business metrics, which we believe better reflects the underlying growth and visibility of our platform.

We are introducing some new KPIs, or key performance indicators.

I’ll first touch on Contracted Revenue, which represents

contractually committed revenue under active policies, as of the measurement date, that is expected to be recognized in future periods.

Our policies are typically written for terms of 12 months, and under GAAP accounting, the reported revenue is recognized ratably

over the life of the policy.

For example, if a new employer is onboarded on February 1st 2026, under

a 12-month policy, we recognize revenue from that contract monthly from February 2026 through January 2027. In this scenario, while only

two months of revenues are recognized in the Q1 2026 reporting period, the remaining ten-months of contractually committed revenue will

be recognized in the nine remaining months of 2026 and in one month in 2027.

By reporting Contracted Revenue, we are providing investors with greater

transparency and visibility into the future revenue that is already “locked in” – that is, contractually secured but

not yet earned and recognized.

We believe this change aligns our disclosures more closely with how

we manage the business internally and provides investors with a useful metric to evaluate future revenue visibility.

6

As of March 31, 2026, our Contracted Revenue for the remaining three

quarters of 2026 totaled approximately $22.9 million.

In addition to Contracted Revenue, we are now disclosing Platform

Placed Plan Value, or PPPV.

PPPV represents the aggregate contractual value of self-funded health

plans with stop-loss insurance (self-funded stop-loss plans) placed through the Company’s platform, covering the duration of the plans’

contractual terms. The contractual term is typically 12 months from the plan’s effective date.

In the first quarter of 2026, our platform placed $82 million self-funded

stop-loss plans. Platform Placed Plan Value reflects the full value of active policies facilitated through our platform, including

premium, claim funding, and administrative fees.

We believe that PPPV provides a consistent and comparable measure of

the total economic value flowing through our platform.

As our business continues to scale, particularly with expansion into

larger employer groups and more complex plan structures, we expect Platform Placed Plan Value to increase at a faster rate, reflecting

greater depth of engagement and higher-value relationships.

Historically we have disclosed Enrolled Employees as

an operating metric.  Enrolled Employees represent individuals or families covered under a company’s self-insured

group health plan.

After careful consideration, we have decided to discontinue this

metric, as we believe Platform Place Plan Value and Contractual Revenue better represent our business.

As Carriers in our platform offer 4 types of coverage (Employee only,

Employee+ Spouse, Employee+ children and Family, and 4 tiers, (bronze, Silver, Gold, Platinum), when previously calculating our now-discontinued

Enrolled Employee metric, a single, individual employee versus a family, inclusive of an employee as well as their spouse and children,

would each be counted as one “enrolled employee,” though the difference of costs and premiums between these two can be 3x-4x.

Furthermore the employee can choose bronze, which offers a lower monthly premium and higher deductible costs, or platinum, which offers

the highest premium and lowest deductible.

These two enrolled employees will have dramatically different premiums.

Moreover, an employer’s enrolled employee count can change during a period due to factors such as resignations, lay-offs, new hires,

family situation changes, births and deaths when we continue to expand our business into larger size of employers and grow our footprint

aggressively. We believe the Enrolled Employee metric couldn’t fully present complexities and dynamics of underlying businesses.

Moving on, as Tim mentioned, we intend for this to be a year of targeted

investment as we scale our distribution network, expand our product capabilities, and position the Company for long-term growth. As a

result, certain financial metrics in the near term reflect this intentional investment phase.

Turning to revenue. For the first quarter of 2026, total revenue

was $8.8 million, representing an increase of approximately 9% year-over-year.

As of March, we estimated $31.7 million in revenue will be reported

in the 2026 fiscal year, with $8.8 million reported in Q1 and $22.9 million to be recognized in the remainder of 2026. This estimated

figure is presented before monthly adjustments, so actual recognized revenue for the remainder of 2026 may differ.

While growth in the quarter was more moderate compared to prior periods,

this reflects the current stage of scaling our business rather than any change in underlying demand or platform capability.

At this stage, revenue growth is more closely tied to the expansion

of our distribution network, the ramp-up of broker activity, and the conversion of pipeline opportunities, in which we are actively investing

in during 2026.

Turning to profitability, adjusted EBITDA for the quarter was

negative $1.3 million, compared to positive $1.2 million in the prior year period, and net loss was $1.6 million compared to net income

of $0.5 million in the prior year period. This reflects our planned increase in investment across key growth initiatives, particularly

in sales and marketing and product development.

7

Turning to operating expenses, total operating expenses for

the quarter were $6.7 million, representing approximately 76% of revenue, compared to $4.9 million, or 61% of

revenue, in the prior year period. Breaking this down further:

Sales and marketing expenses were $2.3 million, representing

approximately 26% of revenue. The investment amount was doubled compared to $1.1 million, or 14% of revenue, in the prior year period.

This increase reflects our deliberate investment in expanding our sales

distribution footprint, including broker expansion, marketing initiatives, and building out a more scalable go-to-market infrastructure.

General and administrative expenses were $3.5 million, representing

approximately 39% of revenue, compared to $3.2 million, or 41% of revenue, in the prior year period. The increase primarily reflects that

we continued to build a stronger team to support a larger and more scalable organization as we grow.

Research and development expenses were $0.9 million, representing

approximately 10% of revenue, compared to $0.5 million, or 7% of revenue, in the prior year period.

This increase reflects continued investment in our technology capabilities

and new product initiatives, including data-driven solutions as well as ongoing enhancements to our underwriting and workflow platform.

In addition to these expenses in R&D investments, we capitalized approximately $0.6 million of software development during the quarter.

Thus, approximately $1.5 million was related to Tech, out of which $0.6 million was related to developing new features and new solutions,

compared to $1.4 million and $0.9 million, respectively, in the prior year period.

Overall, the increase in operating expenses reflects a purposeful shift

in capital allocation toward growth initiatives.

We are investing ahead of revenue to expand distribution, enhance our

product capabilities, and position the Company to capture a larger share of a significant market opportunity.

Importantly, we expect this elevated level of investment to continue

throughout 2026, as we execute on our strategy to scale the business and build a more robust growth engine.

Turning to our cash balance, we ended the quarter with $10.3

million in cash and cash equivalents, reflecting the proceeds from our recent PIPE financing. We continue to maintain a disciplined approach

to capital allocation, with a focus on investing in areas that we believe will drive long-term growth and shareholder value.

In summary, as we continue to scale distribution, increase platform

adoption, and expand our product offerings, we expect to drive higher growth and improve operating leverage over time.

We remain confident in the long-term trajectory of the business and

our ability to execute on our growth strategy.

With that, I’ll now turn it back to the operator for Q&A.

Question-and-Answer Session

Operator

Thank you. Seeing no more questions in the queue, let me turn the call

back to Mr. Johnson for closing remarks.

Tim Johnson– CEO

Thank you, operator and thank you all. I appreciate everyone joining

the call today, if anyone has any follow up questions, please do not hesitate to reach out to us. We appreciate your interest and look

forward to keeping the dialogue open. Thanks everyone.

Operator

Thank you all again. This concludes the call. You may now disconnect.

8

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