DataMeds AI: enters IP license with REBOOT Health AI

What happened DataMeds AI, Inc. filed an 8-K reporting that on Oct 13, 2026 it entered into an Intellectual Property License and Product and Services Agreement with REBOOT Health AI, Inc. REBOOT granted the company an exclusive license in the United States within the Field of Use to REBOOT’s Licensed Patents and to use the REBOOT Health AI Platform, including having REBOOT reconfigure the REBOOT Platform as the “DataMeds Platform” for the company’s business. As consideration DataMeds agreed to issue REBOOT 666,667 shares of common stock and to pay REBOOT $50,000 within two business days toward reconfiguration; the parties estimate reconfiguration will cost a minimum of $100,000. The license is perpetual until expiration or invalidity of the last Licensed Patent, subject to earlier termination for an uncured material breach and to minimum revenue thresholds. The filing states the company does not receive source code and may not modify, reconfigure, reverse engineer or create derivative works; REBOOT retains all right, title and interest. The parties also agreed to a Product and Services Agreement and a Revenue Sharing Agreement under which REBOOT will receive a portion of the company’s Adjusted Gross Revenue after deduction of certain costs. If 180 days after the Effective Date the market value of the 666,667 shares is less than $2,000,000, DataMeds must issue additional shares based on the 10-day volume-weighted average price.

Key details

• IP license and related agreements entered on Oct 13, 2026; initial equity consideration of 666,667 shares and $50,000 payment; potential top-up to reach $2,000,000 value after 180 days using the 10-day VWAP.
• License limited to use of the REBOOT AI platform in management of GLP-1 users for the company’s GLP-1 weight management direct-to-consumer (B2C) business; excludes selling services directly to healthcare providers except limited exceptions.
• Nasdaq deficiency letter dated Apr 13, 2026 reported stockholders’ equity of $(12,447,801) and noncompliance with the $2,500,000 minimum under Nasdaq Listing Rule 5550(b)(1); company did not meet alternative compliance standards as of that date.
• From Jul 2026 to Oct 2026 the company converted approximately $1,500,000 of vendor payables into common stock; on Sep 16, 2026 the company issued 636,328 shares to Axe Computer, Inc. for the purchase of Helomics Corporation; on Sep 17, 2026 the company entered a settlement that extinguished approximately $18,700,000 of debt.

Why it may matter This filing reports Item 1.01 (entry into a material definitive agreement: IP License Agreement and related Product and Services and Revenue Sharing Agreements) and Item 3.01 (notice of delisting or failure to satisfy a continued listing rule or standard under Nasdaq). The filing also references unregistered sales of equity securities (Item 3.02) in connection with recent share issuances. The filing does not show why the insider traded or why the company acted.