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 2630, 2020

PreCheck Health Services, Inc.

(Exact name of registrant as specified in Charter)

Florida

001-37807

47-3170676

(State or other jurisdiction of

incorporation or organization)

(Commission File No.)

(IRS Employee Identification No.)

305 W. Woodard Street, Suite 221, Denison TX 75020

(Address of Principal Executive Offices)

(903) 337-1872

(Registrant’s Telephone number)

Copies to:

Asher S. Levitsky PC

Ellenoff Grossman & Schole LLP

1345 Avenue of the Americas, Suite 1100

New York, New York 10105

Phone: (646) 895-7152

Fax: (646) 895-7238

E-mail: alevitsky@egsllp.com

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 Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))

☐ 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))

Indicate by a 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. ☐

Securities registered pursuant to Section 12(b) of the Act: None

Item 81.01 ~~Other~~Entry ~~Events~~into a Material Definitive Agreement

On March 2630, 2020, the Company ~~determined~~entered ~~that~~into itdistribution ~~will~~agreements ~~not~~with beCo-Diagnostics ~~able~~Inc. pursuant to ~~file~~which ~~its Form 10~~Co-KDiagnostics ~~for~~granted the ~~year~~Company ~~ended~~the ~~December~~exclusive ~~31,~~distribution ~~2019~~rights onto ~~time as~~its aqPCR ~~result~~infectious ofdisease ~~factors~~kits, ~~relating~~Logix toSmart ~~the~~ COVID-19 ~~pandemic~~PCR diagnostic test and ~~the~~Co-Dx ~~steps~~Box™ ~~taken~~instrument byfor ~~states~~Afghanistan, toKazakhstan, ~~seek~~Kyrgyzstan, toTajikistan, ~~reduce~~Turkmenistan, ~~the~~and ~~spread~~Uzbekistan. ofThe ~~the~~products ~~virus~~covered by ~~either~~this ~~requesting~~agreement orare ~~requiring~~in ~~businesses~~vitro todiagnostic ~~close~~tests, orand ~~work~~Co-Diagnostics ~~remotely.~~has Asreported ain ~~result,~~its ~~the~~SEC ~~Company’s~~filings ~~accounting~~that ~~staff~~it ~~and~~has ~~the~~received ~~staff~~ISO of13485 ~~the~~certification ~~independent~~relating ~~auditors are not able~~ to ~~complete~~ the ~~audit~~design inand amanufacture ~~timely~~of ~~manner~~its inmedical ~~order~~device toproducts, ~~file~~and ~~the~~that ~~Form 10-K by~~ the ~~required~~ISO ~~date,~~certification ~~after~~indicates ~~giving~~that ~~effect~~it tomeets the ~~extension~~standards ~~permitted~~required byto ~~Section 12b~~self-~~25.~~certify ~~The~~certain ~~Company~~of isits ~~filing~~products ~~this~~and ~~report~~affix ona ~~Form~~CE ~~8-K~~marking tofor ~~report~~sales ~~that~~of itits ~~will~~products ~~rely~~in oncountries accepting the ~~exemption~~CE ~~from~~marking ~~timely~~with ~~filing~~only ~~provided~~minimal byfurther ~~the~~governmental ~~SEC~~approvals in ~~Release~~each ~~No. 34-88318~~country, ~~dated~~and ~~March~~its 4,Zika ~~2020~~and ~~(the~~tuberculosis ~~“Release”).~~tests ~~The~~were ~~Company~~CE-marked ~~anticipates~~in ~~that~~2018, itits ~~will~~first ~~file~~multiplex ~~the~~test ~~Form~~(Zika, ~~10-K~~Dengue, noand ~~later~~Chikungunya) ~~than~~was ~~April~~CE-marked 30in 2019, ~~2020.~~and ~~This~~it ~~report~~received ona ~~Form~~CE ~~8-K~~mark ~~replaces~~for ~~the~~its ~~Form~~Logix ~~12b~~Smart Covid-~~25,~~19 ~~which,~~test asfor ~~provided~~corona virus in ~~the~~February ~~Release, is not required to be filed~~2020.

AsThe ~~previously~~distribution ~~reported,~~agreement onhas ~~December 19, 2019, the Company acquired all of the outstanding capital stock of JAS Practice Management, Inc.,~~ a ~~Texas~~term ~~corporation doing business as JAS Consulting, Inc. (“JAS”) from Justin Anderson and Stacey Anderson for a purchase price consisting~~ of ~~(a)~~one 3year,~~500,000~~ ~~shares~~but ofcan ~~the~~be ~~Company’s~~terminated ~~common~~by ~~stock,~~either ~~(b)~~party aon ~~payment~~30 ~~of $250,000 and (c) the Company~~days’s 8%notice. ~~secured~~The ~~promissory~~agreement ~~note~~provide inthat ~~the~~it ~~principal amount of $250,000, which~~ is ~~due on December 31, 2020. Justin Anderson is~~ the Company’s ~~sole~~responsibility ~~director~~to ~~and~~obtain ~~chief~~all ~~executive~~necessary ~~officer~~licenses and ~~Stacey~~permits ~~Anderson~~for ~~is his spouse. Because JAS is a related party, under generally accepted accounting principles,~~ the ~~historical~~marketing ~~financial statements~~ of the ~~Company~~product ~~prior~~in ~~to December 19, 2019 will reflect~~ the ~~business~~countries ofcovered ~~JAS~~by ~~and not~~ the ~~historical information of the Company as previously reported in its SEC filings~~agreement. The ~~historical financial information concerning the~~ Company ~~prior to the acquisition of JAS will be reflected in the notes to the consolidated financial statements. As of the date of this report, the Company~~ does not have ~~estimated~~any ~~results~~offices ofor ~~operations~~facilities ~~for~~in ~~the~~Afghanistan, ~~year~~Kazakhstan, ~~ended~~Kyrgyzstan, ~~December 31~~Tajikistan, ~~2019.~~Turkmenistan ~~The~~or ~~factors~~Uzbekistan ~~described~~and inintends ~~the first paragraph also affected the ability of the Company~~ to ~~file~~distribute ~~timely~~ the ~~historical~~products ~~financial~~through ~~statements~~sub-distributors ofor ~~JAS~~other representatives.

2Item 7.01 Regulation FD Disclosure

~~Pursuant~~On toMarch ~~the~~30, ~~requirements of the Securities Exchange Act of 1934~~2020, the ~~Registrant~~Company ~~has~~issued ~~duly~~a ~~caused~~press ~~this~~release ~~Report~~covering tothe beAfghanistan, ~~signed~~Kazakhstan, onKyrgyzstan, ~~its~~Tajikistan, ~~behalf~~Turkmenistan, byand ~~the~~Uzbekistan ~~undersigned~~distribution ~~hereunto duly authorized~~agreement.

Date: March 27, 2020		PreCheck Health Services, Inc.
	By:	/s/ Justin E. Anderson
		Justin E. Anderson
		Chief Executive Officer

In accordance with General Instruction B.2 of Form 8-K, the information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.2, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such a filing.

3Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

99.1	Distribution agreement dated March 19, 2020 between the Company and Co-Diagnostics Inc. for Afghanistan, Kazakhstan, Kyrgyzstan, Tajikistan, Turkmenistan, and Uzbekistan *

99.2	Press release dated March 30, 2019

_________

* Confidential information in this agreement has been omitted.

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: March 31, 2020	PreCheck Health Services, Inc.

	By:	/s/ Justin E. Anderson
		Justin E. Anderson
		Chief Executive Officer

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