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): March 1031, 2026

Milestone Scientific Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-14053	13-3545623
(State or other jurisdiction	(Commission	(IRS Employer
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
of incorporation)	File Number)	Identification No.)

425 Eagle Rock Road, Ste 403,

Roseland, New Jersey

07068

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code (973) 535-2717

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 (see General Instructions A.2. below):

☐	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 on exchange on which registered
Common Stock		MLSS		NYSE American

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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 51.0301 — ~~Amendments~~Entry tointo ~~Articles~~a ofMaterial ~~Incorporation~~Definitive ~~or Bylaws; Change in Fiscal Year.~~ Agreement

AsOn ~~disclosed~~March by31, 2026, Milestone Scientific Inc. (the “Company”) inentered ~~its~~into ~~report~~an onamendment ~~Form~~(the ~~8-K~~“Amendment”) ~~filed~~to onthe Amended ~~December~~and 23Restated Memorandum of Understanding, ~~2025~~dated January 13, at2026 (the ~~Company’s annual~~“MOU”), ~~meeting~~with onInnovest ~~December 18~~S.p.A., ~~2025~~as the ~~stockholders~~ holder of ~~the~~certain ~~Company~~consent/blockage ~~approved~~rights ~~the~~with ~~Company~~respect to BP4 S.r.l., a society’s ~~proposal~~a toresponsibility’ ~~amend~~limitation ~~its~~in ~~Restated~~liquidation ~~Certificate~~(“BP4”). ofAccording ~~Incorporation~~ to ~~increase~~BP4, it was then the ~~authorized~~owner of 11.31% of the outstanding shares of common stock ~~from~~of ~~100,000,000~~the ~~to 125,000,000.~~Company

AsThe aAmendment ~~result~~amends of the ~~stockholder~~MOU ~~approval~~to, ~~the~~among ~~Company~~other ~~filed~~things, arevise ~~Certificate~~the ofdefinition ~~Amendment~~ of ~~its~~“Qualified ~~Restated~~Offering” ~~Certificate~~and of“Other ~~Incorporation with~~Locked-Up ~~the~~Parties” ~~Secretary~~in oforder ~~State~~to offacilitate ~~the~~an ~~State~~offering ofby ~~Delaware~~the ~~on March 10, 2026, which amendment became effective on filing~~Company.

~~The~~A ~~foregoing summary of the amendment to the Company’s Restated Certificate of Incorporation is qualified in its entirety by reference to a~~ copy of the ~~Certificate of~~ Amendment ofis ~~Restated Certificate of Incorporation~~ attached hereto as Exhibit 310.1, and is incorporated herein by reference.

~~All~~The ~~other~~foregoing ~~provisions~~description of the ~~Company’s~~material ~~Restated~~terms ~~Certificate~~ of ~~Incorporation remain unchanged. A copy of~~ the ~~Certificate~~MOU ofdoes ~~Amendment referred~~not purport to ~~above will~~ be ~~filed as part of the~~ complete ~~copy~~and ofis ~~the~~qualified ~~Company’s~~in ~~Certificate~~its ofentirety ~~Incorporation~~by ~~as amended~~ reference to besuch ~~filed as~~ an exhibit ~~to the next Securities Act registration statement or periodic report filed by the Company in accordance with Item 601(b)(3) of Regulation S-K (17 CFR 229~~.~~601(b)(3)).~~

Item 9.01 — Financial Statements and Exhibits

3.1	Certificate of Amendment of Restated Certificate of Incorporation
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

(d) Exhibits.

Exhibit No.

Description

10.1

Amendment to Amended and Restated Memorandum of Understanding, by and between Innovest S.p.A. and Milestone Scientific Inc., dated 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~~Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	MILESTONE SCIENTIFIC INC.
Dated: March 10, 2026	By:	/s/ Eric Hines
Dated: April 2, 2026	By:	/s/ Eric Hines
	Name:	Eric Hines
		Eric Hines
	Title:	Chief Executive Officer
		Chief Executive Officer

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