Form 8-K

8-K — 20/20 Biolabs, Inc.

Accession: 0001213900-26-037770

Filed: 2026-04-01

Period: 2026-03-31

CIK: 0001139685

SIC: 8734 (SERVICES-TESTING LABORATORIES)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — ea028443201-8k_2020bio.htm (Primary)

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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

Date of Report (Date of earliest event

reported): April 1, 2026 (March 31, 2026)

20/20 BIOLABS, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-43128

57-2272107

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

15810 Gaither Road, Suite 235, Gaithersburg, MD

20877

(Address of principal executive offices)

(Zip Code)

240-453-6339

(Registrant’s telephone number, including area code)

(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

Common Stock, par value $0.01

AIDX

The Nasdaq Stock 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 or Rule 12b-2 of the Securities Exchange Act of 1934.

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 March 31, 2026, 20/20 Biolabs, Inc.

(the “Company”) issued a press release regarding its financial results for the year ended December 31, 2025. A copy of

the press release is furnished as Exhibit 99.1 to this report.

The information furnished with this Item 2.02,

including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934,

as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing

under Securities Exchange Act of 1934, as amended, or the Securities Act of 1933, as amended, except as expressly set forth by specific

reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.

Description of Exhibit

99.1

Press Release issued on March 31, 2026

104

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

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: April 1, 2026

20/20 BIOLABS, INC.

/s/ Jonathan Cohen

Name: Jonathan Cohen

Title: Chief Executive Officer

EX-99.1 — PRESS RELEASE ISSUED ON MARCH 31, 2026

EX-99.1

Filename: ea028443201ex99-1.htm · Sequence: 2

Exhibit 99.1

20/20 BioLabs Reports Full Year 2025 Financial

Results and Recent Operational Progress

Full Year 2025 Revenue of $2.0 Million, up 17%

from 2024

Gross Profit Increased 68% in FY 2025 and Gross

Margin Expanded 900 bps

State-Funded Firefighter Cancer Screening Program

Expected to Drive Significant Revenue Growth in Q2 and Full Year 2026

Recent Nasdaq Listing Under Ticker Symbol “AIDX”

and New Growth Initiatives Position 20/20 BioLabs for 2026 Expansion

Gaithersburg, MD — March 31, 2026 —

20/20 BioLabs, Inc. (Nasdaq: AIDX) (“20/20” or the “Company”), an early market entrant in AI powered laboratory-based

blood tests for the early detection and prevention of cancers and chronic diseases, today reported its financial and operational results

for the full year ended December 31, 2025.

Fourth Quarter & Subsequent 2026 Operational

Highlights

● Revenue of $2.0 million for FY 2025, representing an increase of 17% over FY 2024.

● Deferred revenue totaled approximately $0.4 million as of December 31, 2025.

● Gross profit of $0.6 million for FY 2025, representing an increase of 68% over FY 2024. Gross margin was

29.6% in FY 2025, compared to 20.6% in FY 2024.

● Total operating expenses decreased 35% to $3.9 million in FY 2025 compared to $6.0 million in FY 2024.

● FY 2025 net loss improved 33% to ($3.7) million, compared to ($5.6) million in FY 2024.

● Net cash used in operating activities decreased to $1.9 million for FY 2025, compared to $2.6 million

in FY 2024.

● Cash balance was $1.0 million as of December 31, 2025.

● Completed a $5.0 million private placement on February 19, 2026 under a preferred purchase agreement pursuant

to which up to $40 million in capital may be raised in multiple tranches, subject to 20/20 Biolabs meeting certain conditions.

● $520,000 in funding from the Maryland Department of Health (MDH) for cancer screenings using OneTest ™

Multi-Cancer Early Detection (MCED) blood test awarded to 18 Maryland fire departments.

● Entered into an exclusive U.S. license agreement with ROKIT Healthcare to integrate advanced CKD prediction

technology into its Longevity Test Program.

● Launched OneTest™ for Longevity

blood test and chronic disease risk assessment and management solution built with IBM¹

AI capabilities.

● Provided an update on its patented protein tumor marker (PTM) based, machine learning (ML) derived multi-cancer

early detection (MCED) methodology in the wake of several recent studies suggesting the expected value of this approach for earlier stage

detection compared to stand-alone circulating tumor DNA (ctDNA) based MCEDs.

¹ IBM is acting as an information technology provider only.

IBM does not purport to be engaged in the practice of medicine or any other professional clinical or licensed activity. IBM’s offerings

are not designed or intended to constitute protocols for delivering medical care; a substitute for professional medical advice, diagnosis,

treatment or judgment; a drug, drug-adjunct technology, or drug development tool subject to quality system requirements; or medical device

as defined under the laws of any jurisdiction.

● The Medicare Multi-Cancer Early Detection Screening Act was signed into law on February 3, 2026, creating

a pathway for Medicare reimbursement for MCEDs by 2028

● Commenced trading on the Nasdaq Capital Market under the ticker symbol “AIDX” on February

19, 2026.

Management Commentary

“The fourth quarter and full year 2025 delivered

strong revenue growth, expanded gross margins, and lowered costs as we continued to build on our innovative product portfolio with the

launch of OneTest™ for Longevity,” said Jonathan Cohen, Chief Executive Officer of 20/20 BioLabs. “Revenue was $2.0

million in the full year 2025, up 17% year over year, further validating our strategy to provide early detection that saves lives in the

fast-growing Multi-Cancer Early Detection (MCED) market. Gross margin expanded 900 basis points to 29.6% in 2025, and operating expenses

decreased 35% to $3.9 million, providing a line of sight toward profitability. We also reduced net cash used in operating activities to

$1.9 million, reflecting the operating discipline we believe will be important as we scale the business. Combined with our recent listing

on the Nasdaq and PIPE financing, we believe we are well positioned for substantial growth going forward.”

“Growth has been fueled primarily by our

OneTest™ MCED blood test, which has been demonstrated to identify many cancer types at earlier stages than competing ctDNA based

MCEDs in a large and growing market focused on earlier cancer detection. Most recently, 18 Maryland fire departments have been notified

that they will collectively be awarded over $520,000 from the Maryland Department of Health to procure and administer OneTest™ MCED

blood tests, representing an increase of approximately 225% in the number of OneTest MCEDs funded through the same program last year.

We believe this state-funded screening initiative highlights the growing public sector support for our OneTest™ innovative cancer

detection tools.”

“In February we launched the OneTest™

for Longevity solution to help individuals track chronic inflammation associated with several major chronic diseases in collaboration

with DAISource. The product uses IBM watsonx.ai - an integrated AI application development studio - to calculate and display an individual’s

risk of being diagnosed with chronic diseases such as diabetes, dementia, and cardiovascular disease. The product also provides personalized,

evidence-based dietary recommendations to help individuals lower their biomarker levels and associated disease risks.”

“Previously, we announced a license agreement

with ROKIT to integrate their proprietary chronic kidney disease prediction algorithms into our Longevity platform. We are now in discussions

with ROKIT Healthcare of Korea about making this test available in East Asia.”

“Looking ahead, we believe 2026 will be

a breakout year for 20/20, driven by strong demand for our products in markets that include firefighting, veterans, occupational health

and self-insured employers. As of December 31, 2025, deferred revenue totaled approximately $0.5 million, which we believe provides additional

visibility to our revenue stream as we fulfill our obligations. With the OneTest™ for Longevity now available for purchase, we are

also expanding sales efforts to new customer targets including a robust direct-to-consumer opportunity.”

“Following recent legislation establishing

a pathway for Medicare coverage of MCEDs beginning in 2028, we plan to seek Medicare coverage for OneTest™ for Cancer, which we

believe could further accelerate demand over time. We believe our improved gross margin profile, lower operating cost base, and recent

access to capital have positioned the Company for growth while maintaining a focus on efficiency, a path to sustainable profitability,

and long-term value for our shareholders,” concluded Cohen.

Full Year 2025 Financial Results

Total revenue for the year ended December 31,

2025 was $2.0 million, an increase of 17% compared to $1.8 million in the prior year period. The increase was due to increases in 20/20’s

OneTest and CLIAx revenue streams.

Total cost of revenue for the year ended December

31, 2025 was $1.4 million, compared to $1.4 million in the prior year.

Gross profit for the year ended December 31, 2025

was $0.6 million, compared to $0.4 million in the prior year period. Gross margin was 29.6% in the full year 2025, compared to 20.6% in

the prior year period, primarily due to a change in revenue mix, including increased profits from our higher margin BioCheck and CLIAX

revenue streams.

Total operating expenses for the year ended December

31, 2025 were $3.9 million, compared to $6.0 million in the prior year period, primarily reflecting lower digital marketing spend and

reduced research and development expenses following the completion of two key studies in 2024.

Net loss for the year ended December 31, 2025

improved by 33% to $3.7 million, compared to $5.6 million in the prior year period.

Net cash used in operating activities for the

year ended December 31, 2025 was $1.9 million, compared to $2.6 million for the year ended December 31, 2024.

Cash totaled $1.0 million as of December 31, 2025,

compared to $1.8 million as of December 31, 2024. Subsequent to December 31, 2025, on February 19, 2026, the Company completed a $5.0

million closing under a preferred purchase agreement that could provide up to $40 million in capital in multiple tranches, subject to

20/20 Biolabs meeting certain conditions.

About 20/20 BioLabs

20/20 BioLabs, Inc. (Nasdaq: AIDX) develops and

commercializes AI-powered, laboratory-based blood tests for the early detection and prevention of cancers and chronic diseases. The Company

offers two families of lab tests under the OneTest brand. OneTest™ for Cancer is a multi-cancer early detection (MCED) blood

test, and OneTest for Longevity™, which measures inflammatory biomarkers, expected to launch in the first half of 2026. OneTest’s

affordable, accurate, accessible tests can be conveniently utilized at home using new, upper arm capillary collection devices that avoid

painful needles. Tests are run in its College of American Pathologists (CAP) accredited, Clinical Laboratory Improvement Amendments (CLIA)

licensed laboratory in Gaithersburg, MD.

For more information visit https://2020biolabs.com.

Forward-Looking Statements

Certain statements in this release are “forward-looking

statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange

Act of 1934, as amended. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s

current expectations and projections about future events that it believes may affect its financial condition, results of operations, business

strategy, and financial needs. Forward-looking statements can be identified by words such as “may,” “could,” “will,”

“should,” “would,” “expect,” “plan,” “intend,” “anticipate,” “believe,”

“estimate,” “predict,” “potential,” “project,” “continue,” or the negative

of these terms or other comparable expressions. Actual results may differ materially from those expressed or implied by such forward-looking

statements. A number of factors could cause actual results to differ materially from those contained in these forward-looking statements,

including, but not limited to, the risks described in the Company’s filings with the U.S. Securities and Exchange Commission (the

“SEC”), available on the SEC’s website at www.sec.gov, including the Company’s most recent Annual Report on Form

10-K, as well as in our other reports filed or furnished from time to time with the SEC. The

Company undertakes no obligation to publicly update or revise any forward-looking statements to reflect events or circumstances that occur

after the date of this release or to reflect the occurrence of unanticipated events, except as required by applicable law. Although the

Company believes the expectations expressed in these forward-looking statements are reasonable, it cannot guarantee future results, and

investors are cautioned that actual outcomes may differ materially from those anticipated.

Investor Relations

Chris Tyson

MZ Group

Direct: 949-491-8235

AIDX@mzgroup.us

20/20 BIOLABS, INC.

BALANCE SHEETS

DECEMBER 31, 2025 AND 2024

2025

2024

Assets

Current assets:

Cash and cash equivalents

$ 1,025,987

$ 1,784,009

Accounts receivable, net

199,954

135,272

Inventory

116,217

47,164

Prepaid expenses and other current assets

128,975

67,780

Total current assets

1,471,133

2,034,225

License agreement, net

271,143

293,643

Property and equipment, net

56,677

116,669

Intangible assets, net

202,264

205,529

Right-of-use asset, net

605,289

772,385

Deferred offering costs

1,507,794

Other assets

23,057

161,957

Total assets

$ 4,137,357

$ 3,584,408

Liabilities and Stockholders’ equity

Current liabilities:

Accounts payable

$ 868,545

$ 372,303

Accrued liabilities

785,784

346,622

Deferred revenue

414,871

470,451

Derivative liability

143,382

Convertible note

74,611

Operating lease liability – current

175,948

165,702

Total current liabilities

2,463,141

1,355,078

Long-term liabilities:

Convertible notes payable, net

619,355

Deferred revenue – long-term

41,816

50,000

Derivative liabilities – long-term

543,545

Operating lease liability – long term

488,725

673,848

Total long-term liabilities

1,693,441

723,848

Total liabilities

4,156,582

2,078,926

Commitments and contingencies (Note 8)

Stockholders’ equity:

Series D preferred stock, $0.01 par value; 936,329 authorized; 101,565 and 62,441 shares issued and outstanding as of December 31, 2025 and 2024, respectively; liquidation preference of $362,169

1,016

624

Series C preferred stock, $0.01 par value; 3,340,909 authorized; 1,204,040 shares issued and outstanding as of December 31, 2025 and 2024; liquidation preference of $5,297,776

12,040

Series B preferred stock, $0.01 par value; 3,569,405 authorized; 1,471,487 shares issued and outstanding as of December 31, 2025 and 2024; liquidation preference of $5,194,349

14,715

Series A-2 preferred stock, $0.01 par value; 800,000 authorized; 442,402 shares issued and outstanding as of December 31, 2025 and 2024; liquidation preference of $1,442,231

4,424

Series A-1 preferred stock, $0.01 par value; 978,000 authorized; 651,465 shares issued and outstanding as of December 31, 2025 and 2024; liquidation preference of $1,999,998

6,515

Series A preferred stock, $0.01 par value; 1,303,000 authorized; 846,368 shares issued and outstanding as of December 31, 2025 and 2024; liquidation preference of $2,598,350

8,464

Common stock, $0.01 par value; 50,000,000 authorized; 5,442,249 and 4,823,125 shares issued and outstanding as of December 31, 2025 and 2024, respectively

54,422

48,231

Subscription receivable

(28,734 )

Additional paid-in capital

33,126,398

30,947,601

Accumulated deficit

(33,247,219 )

(29,508,398 )

Total stockholders’ (deficit) equity

(19,225 )

1,505,482

Total liabilities and stockholders’ equity

$ 4,137,357

$ 3,584,408

20/20 BIOLABS, INC.

STATEMENTS OF OPERATIONS

FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

2025

2024

Revenues

$ 2,045,133

$ 1,752,343

Cost of revenues

1,440,592

1,392,032

Gross profit

604,541

360,311

Operating expenses:

Sales, general and administrative

3,342,843

4,759,587

Research and development

592,569

1,261,781

Loss on impairment of fixed assets

16,356

Total operating expenses

3,935,412

6,037,724 sv

Operating loss

(3,330,871 )

(5,677,413 )

Other (expense) income:

Interest expense

(156,207 )

(12,646 )

Interest income

21,399

79,467

Change in fair value of derivative liabilities

7,737

Loss on issuance of convertible note

(280,764 )

Other (expense) income, net

(115 )

58,925

Total other (expense) income

(407,950 )

125,746

Provision for income taxes

Net loss

$ (3,738,821 )

$ (5,551,667 )

Basic and diluted net loss per common share

$ (0.76 )

$ (1.16 )

Weighted-average common shares outstanding, basic and diluted

4,930,287

4,800,524

20/20 BIOLABS, INC.

STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

2025

2024

CASH FLOWS FROM OPERATING ACTIVITIES:

Net loss

$ (3,738,821 )

$ (5,551,667 )

Adjustments to reconcile net loss to net cash used in operating activities:

Depreciation and amortization

63,257

116,035

Stock based compensation

516,180

2,176,098

Amortization of license fees

22,500

Amortization of right-of-use assets, net of liabilities

(7,781 )

(2,778 )

Amortization of debt discount

115,184

4,979

Change in fair value of derivative liability

(7,737 )

Loss on issuance of convertible note

280,764

Loss on impairment of fixed assets

16,356

Changes in operating assets and liabilities:

Accounts receivable

(64,682 )

(66,438 )

Inventory

(69,052 )

13,504

Prepaid expenses and other assets

77,705

215,002

Accounts payable

496,242

12,025

Accrued liabilities

419,263

172,352

Interest payable

41,023

7,667

Deferred revenue

(63,765 )

265,580

Net cash used in operating activities

(1,919,720 )

(2,598,785 )

CASH FLOWS FROM FINANCING ACTIVITIES:

Proceeds from issuance of convertible notes payable

988,472

Proceeds from issuance of Series D preferred stock

192,338

293,333

Proceeds from issuance of pre-delivery shares

4,750

Deferred offering costs

(23,862 )

Net cash provided by financing activities

1,161,698

293,333

Decrease in cash and cash equivalents

(758,022 )

(2,305,452 )

Cash and cash equivalents, beginning of year

1,784,009

4,089,461

Cash and cash equivalents, end of year

$ 1,025,987

$ 1,784,009

Supplemental disclosures of cash flow information:

Cash paid for interest

$ -

Cash paid for income taxes

$ -

Non-cash disclosures of cash flow information:

Deferred offering costs – issuance of common stock issued as offering costs

$ 1,483,932

$ -

Derivative liabilities recognized as debt discounts

$ 430,814

$ -

Conversion of convertible notes payable and accrued interest to common stock

$ -

$ 241,811

Subscription receivable - Issuance of series D preferred

$ -

$ 28,734

Officer forgiveness of accrued compensation

$ -

$ 58,415

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The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

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Local phone number for entity.

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No definition available.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

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Title of a 12(b) registered security.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

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Name of the Exchange on which a security is registered.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

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-Section 12

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

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Trading symbol of an instrument as listed on an exchange.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

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