QHSLab, Inc. 8-K

What Happened
QHSLab, Inc. (OTCQB: USAQ) announced on December 29, 2025 that it completed a private placement raising approximately $500,000. The company accepted subscription agreements from two accredited investors and issued common stock and warrants under a Regulation D exemption.

Key Details

• Net proceeds were in excess of $495,000; no brokers or finders were involved and no fees were paid.
• Issued 1,666,663 shares of common stock at $0.30 per share.
• Issued 416,666 warrants; each warrant exercisable at $0.60 per share and expiring December 31, 2030.
• Securities issued under an exemption from registration (Regulation D); company intends to use proceeds for general corporate purposes, including working capital.
• The company furnished a press release dated December 29, 2025 (Exhibit 99.1) titled “QHSLab, Inc. (OTCQB: USAQ) Completes $500K Private Placement, Enters 2026 With Clean Capital Structure.”

Why It Matters
This transaction provides QHSLab with immediate cash (just under $500K) to support operations and working capital needs. The issuance of shares and detachable warrants may increase the company’s share count if warrants are exercised (at $0.60), which is a potential future source of additional capital but could dilute existing shareholders. Investors should note the terms and expiration of the warrants and that the financing was completed via a private placement under Reg D.