HeartSciences Inc. 8-K

What Happened

• HeartSciences Inc. filed a Form 8-K on July 10, 2026 disclosing two actions dated July 7, 2026: Amendment No. 1 to an employment agreement with Danielle Watson, and a Restricted Stock Units (RSU) Notice of Grant and RSU Agreement between HeartSciences and Danielle Watson.
• The company states that, based in part on representations from the relevant officers and directors, the offering and issuance of the Equity Award will be exempt from registration under Section 4(a)(2) of the Securities Act and/or Rule 506(b) of Regulation D, plus applicable state securities laws.

Key Details

• Documents filed/furnished: Amendment No. 1 to Employment Agreement (filed) and RSU Notice/Agreement (filed), both dated July 7, 2026.
• Company reliance on exemption: Section 4(a)(2) and/or Rule 506(b) of Regulation D are cited as the basis for exemption from registration for the Equity Award.
• Form 8-K filing date: July 10, 2026; Inline XBRL cover page furnished.

Why It Matters

• This filing confirms HeartSciences granted equity compensation (RSUs) to a named employee (Danielle Watson) and amended her employment terms, which are common tools to retain or incentivize key personnel.
• The exemption from registration means the award is being issued in a private placement rather than through a registered public offering. For investors, such equity grants can lead to future share issuances and potential dilution, and they signal company actions to compensate or retain management—factors investors monitor when assessing governance and capital structure.