Other Information.
−Removed: the quarter ended March 31, 2025, none of the Company’s directors or officers adopted , modified , or terminated a “Rule 10b5-1
+Added: the quarter ended June 30, 2025, none of the Company’s directors or officers adopted , modified , or terminated a “Rule 10b5-1
trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Item 408(a) of Regulation
−Removed: previously disclosed on the Company’s Current Report on Form 8-K filed with the SEC on April 11, 2025, the Company’s board
−Removed: of directors appointed Michael L.
−Removed: Peterson to fill the vacancy created as a result of the resignation of Sajid Sayed’s departure.
−Removed: In connection with this appointment, the board of directors designated Mr.
−Removed: Peterson as the Chairman of the Board’s Audit Committee
−Removed: after determining that Mr.
−Removed: Peterson qualifies as an audit committee financial expert within the meaning of the rules and regulations
−Removed: of the SEC and meets the financial sophistication requirements of Nasdaq listing rules.
−Removed: In making this determination, the Company’s
−Removed: board of directors considered Mr.
−Removed: Peterson’s formal education and previous experience in financial roles.
−Removed: The Company’s board
−Removed: of directors also appointed Mr.
−Removed: Peterson to fill the vacancies caused by Mr.
−Removed: Syed’s resignation as a member of the Compensation
−Removed: Committee and Nominating and Corporate Governance Committee.
−Removed: consideration for Mr.
−Removed: Peterson joining the Company, the Company’s board of directors determined, after his appointment, to pay
−Removed: Peterson a retainer of $120,000 per year and a one-time issuance of 200,000 shares of the Company’s common stock at a price
−Removed: per share equal to the fair market value of the Company’s common stock on the grant date that vests in equal amounts of a three
−Removed: year period beginning on the first anniversary date of the grant.
−Removed: Vesting of Mr.
−Removed: Peterson’s shares of common stock accelerates
−Removed: if or when he leaves the Company.
−Removed: The firm also committed to carry director and officer insurance for Mr.
−Removed: compensation differs from the compensation provided to the Company’s other independent directors.
−Removed: previously disclosed on the Company’s Current Report on Form 8-K filed with the SEC on April 24, 2025, the Company’s
−Removed: Board of Directors appointed Mark DiSiena as Chief Financial Officer of the Company, effective as of April 22, 2025 (the “Commencement
−Removed: DiSiena will succeed Vishnu Balu, who served as the Company’s Chief Financial Officer since April 2024, and who
−Removed: resigned from his position, effective as of the Commencement Date.
−Removed: Balu’s decision to resign was not the result of any dispute
−Removed: or disagreement with the Company, the Company’s management or the Company’s Board of Directors on any matter relating to
−Removed: the Company’s operations, policies or practices.
following exhibits are filed as part of, or incorporated by reference into, this Quarterly Report.
−Removed: and Restated Membership Interest Purchase Agreement dated June 16, 2024, by and between Wellgistics Health, Inc.
−Removed: (f/k/a Danam Health,
−Removed: Inc.) and Nikul Panchal (incorporated by reference to Exhibit 10.1 of Wellgistics Health, Inc.’s amended Registration Statement
−Removed: on Form S-1/A filed with the SEC on January 14, 2025).
−Removed: Interest Purchase Agreement dated May 11, 2023, by and among Wellgistics Health, Inc.
−Removed: (f/k/a Danam Health, Inc.), Wellgistics, LLC,
−Removed: Strategix Global LLC, Nomad Capital LLC, Jouska Holdings LLC, and Brian Norton, as amended (incorporated by reference to Exhibit
−Removed: 5.2 of Wellgistics Health, Inc.’s Current Report on Form 8-K filed with the SEC on March 6, 2025).
−Removed: Amendment to Membership Interest Purchase Agreement dated May 11, 2023, by and among Wellgistics Health, Inc.
−Removed: (f/k/a Danam Health,
−Removed: Inc.), Wellgistics, LLC, Strategix Global LLC, Nomad Capital LLC, Jouska Holdings LLC, and Brian Norton, as amended (incorporated
−Removed: by reference to Exhibit 2.1 of Wellgistics Health, Inc.’s Current Report on Form 8-K filed with the SEC on April 18, 2025).
−Removed: and Plan of Merger dated April 8, 2025, by and among Wellgistics Health, Inc., Wellpeek Merger Sub 1, Inc., Wellpeek Merger Sub 2,
−Removed: LLC, Peek Healthcare Technologies, Inc., and the Stockholder Representative (incorporated by reference to Exhibit 2.1 of Wellgistics
−Removed: Health, Inc.’s Current Report on Form 8-K filed with the SEC on April 11, 2025).
−Removed: of Incorporation of Wellgistics Health, Inc., as amended and currently in effect (incorporated by reference to Exhibit 3.1 of Wellgistics
−Removed: Health, Inc.’s amended Registration Statement on Form S-1/A filed with the SEC on January 14, 2025).
−Removed: of Wellgistics Health, Inc.
−Removed: as currently in effect (incorporated by reference to Exhibit 3.2 of Wellgistics Health, Inc.’s
−Removed: amended Registration Statement on Form S-1/A filed with the SEC on January 14, 2025).
−Removed: of Lock-Up Agreement (incorporated by reference to Exhibit 1.1 of Wellgistics Health, Inc.’s amended Registration Statement
−Removed: on Form S-1/A filed with the SEC on January 14, 2025).
−Removed: Amended and Restated 2023 Equity Incentive Plan (incorporated by reference to Exhibit 10.4 of Wellgistics Health, Inc.’s amended
−Removed: Registration Statement on Form S-1/A filed with the SEC on January 14, 2025)
−Removed: Employment Agreement dated January 1, 2023, by and between Suren Ajjarapu and Wellgistics Health, Inc.
−Removed: (incorporated by reference
−Removed: to Exhibit 10.6 of Wellgistics Health, Inc.’s amended Registration Statement on Form S-1/A filed with the SEC on January 14,
−Removed: Employment Agreement dated January 1, 2023, by and between Dr.
−Removed: Shafaat Pirani and Wellgistics Health, Inc.
−Removed: (incorporated by reference
−Removed: to Exhibit 10.7 of Wellgistics Health, Inc.’s amended Registration Statement on Form S-1/A filed with the SEC on January 14,
−Removed: Employment Agreement dated January 1, 2023, by and between Prashant Patel and Wellgistics Health, Inc.
−Removed: (f/k/a Danam Health, Inc.)
−Removed: (incorporated by reference to Exhibit 10.8 of Wellgistics Health, Inc.’s amended Registration Statement on Form S-1/A filed
−Removed: with the SEC on January 14, 2025).
−Removed: Employment Agreement dated January 1, 2023, by and between Nikul Panchal and Wellgistics Health, Inc.
−Removed: (f/k/a Danam Health, Inc.)
−Removed: (incorporated by reference to Exhibit 10.9 of Wellgistics Health, Inc.’s amended Registration Statement on Form S-1/A filed
−Removed: with the SEC on January 14, 2025).
−Removed: Employment Agreement dated March 3, 2025, by and between Wellgistics Health, Inc.
−Removed: and Brian Norton (incorporated by reference to
−Removed: Exhibit 5.1 of Wellgistics Health, Inc.’s Current Report on Form 8-K filed with the SEC on March 6, 2025).
−Removed: Indemnification
−Removed: Agreement dated January 9, 2024, by and between Tim Canning and Wellgistics Health, Inc.
−Removed: (f/k/a Danam Health, Inc.) (incorporated
−Removed: by reference to Exhibit 10.10 of Wellgistics Health, Inc.’s amended Registration Statement on Form S-1/A filed with the SEC
−Removed: on January 14, 2025)
−Removed: Agreement dated April 15, 2024, by and between Aletheia Strategic Advisory LLC and Wellgistics Health, Inc.
−Removed: (f/k/a Danam Health,
−Removed: Inc.) (incorporated by reference to Exhibit 10.11 of Wellgistics Health, Inc.’s amended Registration Statement on Form S-1/A
−Removed: filed with the SEC on January 14, 2025).
−Removed: Agreement dated March 23, 2024, by and between GVI-IP TAMPA OFFICE OWNER, LLC and Wellgistics, LLC and Wellgistics Health, Inc (f/k/a
−Removed: Danam Health, Inc.) (incorporated by reference to Exhibit 10.12 of Wellgistics Health, Inc.’s amended Registration Statement
−Removed: on Form S-1/A filed with the SEC on January 14, 2025)
−Removed: Note dated August 22, 2023, made by Wood Sage, LLC in favor of Integral Health, Inc.
−Removed: (incorporated by reference to Exhibit 10.13
−Removed: of Wellgistics Health, Inc.’s amended Registration Statement on Form S-1/A filed with the SEC on January 14, 2025).
−Removed: Note dated January 12, 2024, made by Wellgistics Health, Inc.
−Removed: (f/k/a Danam Health, Inc.) in favor of Strategic EP LLC (incorporated
−Removed: by reference to Exhibit 10.14 of Wellgistics Health, Inc.’s amended Registration Statement on Form S-1/A filed with the SEC
−Removed: on January 14, 2025).
−Removed: Note effective September 14, 2023, made by TRxADE, Inc.
−Removed: in favor of Wellgistics Health, Inc.
−Removed: (f/k/a Danam Health, Inc.) Promissory
−Removed: Note effective September 14, 2023, made by TRxADE, Inc.
−Removed: in favor of Wellgistics Health, Inc.
−Removed: (f/k/a Danam Health, Inc.) (incorporated
−Removed: by reference to Exhibit 10.15 of Wellgistics Health, Inc.’s amended Registration Statement on Form S-1/A filed with the SEC
−Removed: on January 14, 2025).
−Removed: Note dated September 13, 2023, made by Wellgistics Health, Inc.
−Removed: (f/k/a Danam Health, Inc.) in favor of Nomad Capital LLC (incorporated
−Removed: by reference to Exhibit 10.16 of Wellgistics Health, Inc.’s amended Registration Statement on Form S-1/A filed with the SEC
−Removed: on January 14, 2025).
−Removed: and Security Agreement dated November 22, 2024, by and between Marco Capital, Inc.
−Removed: and Wellgistics, LLC (incorporated by reference
−Removed: to Exhibit 10.17 of Wellgistics Health, Inc.’s amended Registration Statement on Form S-1/A filed with the SEC on January 14,
−Removed: Agreement dated as of November 22, 2024, by Wellgistics Health, Inc.
−Removed: (formerly Danam Health, Inc.) in favor of Marco Capital, Inc.
−Removed: (incorporated by reference to Exhibit 10.18 of Wellgistics Health, Inc.’s amended Registration Statement on Form S-1/A filed
−Removed: with the SEC on January 14, 2025).
−Removed: Services Agreement dated July 12, 2023, by and between Roadie, Inc.
−Removed: and Alliance Pharma Solutions, LLC dba DelivMeds (incorporated
−Removed: by reference to Exhibit 10.19 of Wellgistics Health, Inc.’s amended Registration Statement on Form S-1/A filed with the SEC
−Removed: on January 14, 2025).
−Removed: and Delivery Services Agreement dated January 26, 2022, by and between Lyft Healthcare, Inc.
−Removed: and Alliance Pharma Solutions, LLC d/b/a
−Removed: DelivMeds (incorporated by reference to Exhibit 10.20 of Wellgistics Health, Inc.’s amended Registration Statement on Form
−Removed: S-1/A filed with the SEC on January 14, 2025).
−Removed: Services Agreement dated November 20, 2023, by and between Best Computer Systems, Inc.
−Removed: d/b/a BestRx Pharmacy Software and DelivMeds
−Removed: (incorporated by reference to Exhibit 10.21 of Wellgistics Health, Inc.’s amended Registration Statement on Form S-1/A filed
−Removed: with the SEC on January 14, 2025).
−Removed: Contract Pharmacy Services Agreement dated April 1, 2021, by and between Community Specialty Pharmacy, LLC and AIDS Service Association
−Removed: of Pinellas, Inc.
−Removed: dba EPIC (incorporated by reference to Exhibit 10.22 of Wellgistics Health, Inc.’s amended Registration Statement
−Removed: on Form S-1/A filed with the SEC on January 14, 2025).
−Removed: Participating
−Removed: Pharmacy Agreement dated February 6, 2023, by and between Medzoomer, Inc.
−Removed: and Community Specialty Pharmacy Inc.
−Removed: (incorporated by
−Removed: reference to Exhibit 10.23 of Wellgistics Health, Inc.’s amended Registration Statement on Form S-1/A filed with the SEC on
−Removed: January 14, 2025).
−Removed: Merchant Cash Advance Agreement dated October 1, 2024, by and between Cedar Advance LLC and Wellgistics, LLC / Danam Health, Inc.
−Removed: (incorporated by reference to Exhibit 10.24 of Wellgistics Health, Inc.’s amended Registration Statement on Form S-1/A filed
−Removed: with the SEC on January 14, 2025).
−Removed: Agreement dated February 25, 2025, by and between Wellgistics Health, Inc.
−Removed: and Hudson Global Ventures, LLC (incorporated by reference
−Removed: to Exhibit 1.1 of Wellgistics Health, Inc.’s Current Report on Form 8-K filed with the SEC on February 28, 2025).
−Removed: Agreement by and between Wellgistics Health, Inc.
−Removed: and Draper, Inc.
−Removed: dated March 17, 2025 (incorporated by reference to Exhibit 10.1
−Removed: of Wellgistics Health, Inc.’s Current Report on Form 8-K filed with the SEC on March 21, 2025).
−Removed: Note made by Wellgistics Health, Inc.
−Removed: dated April 4, 2025 (incorporated by reference to Exhibit 10.1 of Wellgistics Health, Inc.’s
−Removed: Current Report on Form 8-K filed with the SEC on April 11, 2025).
−Removed: Purchase Agreement by and between Wellgistics Health, Inc.
−Removed: and Hudson Global Ventures, LLC, dated April 9, 2025 (incorporated by
−Removed: reference to Exhibit 10.2 of Wellgistics Health, Inc.’s Current Report on Form 8-K filed with the SEC on April 11, 2025).
−Removed: Rights Agreement by and between Wellgistics Health, Inc.
−Removed: and Hudson Global Ventures, LLC, dated April 9, 2025 (incorporated by reference
−Removed: to Exhibit 10.3 of Wellgistics Health, Inc.’s Current Report on Form 8-K filed with the SEC on April 11, 2025).
+Added: Agreement and Plan of Merger dated April 8, 2025, by and among Wellgistics Health, Inc., Wellpeek Merger Sub 1, Inc., Wellpeek Merger Sub 2, LLC, Peek Healthcare Technologies, Inc., and the Stockholder Representative (incorporated by reference to exhibit 2.1 of Wellgistics Health, Inc.’s Current Report on Form 8-K filed with the SEC on April 11, 2025).
+Added: Seventh Amendment to Membership Interest Purchase Agreement dated April 14, 2025, by and among Wellgistics Health, Inc.
+Added: (f/k/a Danam Health, Inc.), Wellgistics, LLC, Strategix Global LLC, Nomad Capital LLC, Jouska Holdings LLC, and Brian Norton, as amended (incorporated by reference to exhibit 2.1 of Wellgistics Health, Inc.’s Current Report on Form 8-K filed with the SEC on April 18, 2025).
+Added: Eighth Amendment to Membership Interest Purchase Agreement dated July 24, 2025, by and among Wellgistics Health, Inc.
+Added: (f/k/a Danam Health, Inc.), Wellgistics, LLC, Strategix Global LLC, Nomad Capital LLC, Jouska Holdings LLC, and Brian Norton as Seller Representative, as amended (incorporated by reference to exhibit 2.1 of Wellgistics Health, Inc.’s Current Report on Form 8-K filed with the SEC on July 29, 2025).
+Added: Certificate of Incorporation of Wellgistics Health, Inc., as amended and currently in effect (incorporated by reference to Exhibit 3.1 of Wellgistics Health, Inc.’s amended Registration Statement on Form S-1/A filed with the SEC on January 14, 2025) .
+Added: Bylaws of Wellgistics Health, Inc.
+Added: as currently in effect (incorporated by reference to Exhibit 3.2 of Wellgistics Health, Inc.’s amended Registration Statement on Form S-1/A filed with the SEC on January 14, 2025) .
+Added: Promissory Note made by Wellgistics Health, Inc.
+Added: dated April 4, 2025 (incorporated by reference to Exhibit 10.1 of Wellgistics Health, Inc.’s Current Report on Form 8-K filed with the SEC on April 11, 2025) .
+Added: Equity Purchase Agreement by and between Wellgistics Health, Inc.
+Added: and Hudson Global Ventures, LLC, dated April 9, 2025 (incorporated by reference to Exhibit 10.2 of Wellgistics Health, Inc.’s Current Report on Form 8-K filed with the SEC on April 11, 2025) .
+Added: Registration Rights Agreement by and between Wellgistics Health, Inc.
+Added: and Hudson Global Ventures, LLC, dated April 9, 2025 (incorporated by reference to Exhibit 10.3 of Wellgistics Health, Inc.’s Current Report on Form 8-K filed with the SEC on April 11, 2025) .
Executive Employment Agreement dated April 22, 2025, by and between the Company and Mark DiSiena (incorporated by reference to Exhibit 10.1 of Wellgistics Health, Inc.’s Current Report on Form 8-K filed with the SEC on April 24, 2025).
−Removed: Certification
−Removed: of Principal Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section
−Removed: 302 of the Sarbanes-Oxley Act of 2002.
−Removed: Certification
−Removed: of Principal Financial Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section
−Removed: 302 of the Sarbanes-Oxley Act of 2002.
−Removed: Certification
−Removed: of Principal Executive Officer Pursuant to 18 U.S.C.
+Added: Business Loan and Security Agreement dated as of May 14, 2025, among Agile Capital Funding, LLC, Wellgistics Health, Inc., and Wellgistics, LLC.
+Added: Agreement for the Purchase and Sale of Future Receipts dated June 25, 2025 by and between Wellgistics Health, Inc.
+Added: and Agile Capital Funding, LLC.
+Added: Certification of Principal Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
+Added: Certification of Principal Financial Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
+Added: Certification of Principal Executive Officer Pursuant to 18 U.S.C.
Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
−Removed: Certification
−Removed: of Principal Financial Officer Pursuant to 18 U.S.C.
+Added: Certification of Principal Financial Officer Pursuant to 18 U.S.C.
Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
−Removed: XBRL Instance Document
−Removed: XBRL Taxonomy Extension Schema Document
−Removed: XBRL Taxonomy Extension Calculation Linkbase Document
−Removed: XBRL Taxonomy Extension Definition Linkbase Document
−Removed: XBRL Taxonomy Extension Label Linkbase Document
−Removed: XBRL Taxonomy Extension Presentation Linkbase Document
−Removed: Page Interactive Data File (embedded within the Inline XBRL document and contained in Exhibit 101)
−Removed: permitted by Regulation S-K, Item 601(b)(10)(iv) of the Securities Exchange Act of 1934, as amended, certain confidential portions
−Removed: of this exhibit have been redacted from the publicly filed document.
−Removed: The Company agrees to furnish supplementally an unredacted copy
−Removed: of the exhibit to the Securities and Exchange Commission upon its request.
−Removed: a management contract or any compensatory plan, contract or arrangement.
+Added: Inline XBRL Instance Document
+Added: Inline XBRL Taxonomy Extension
+Added: Schema Document
+Added: Inline XBRL Taxonomy Extension
+Added: Calculation Linkbase Document
+Added: Inline XBRL Taxonomy Extension
+Added: Definition Linkbase Document
+Added: Inline XBRL Taxonomy Extension
+Added: Label Linkbase Document
+Added: Inline XBRL Taxonomy Extension
+Added: Presentation Linkbase Document
+Added: Cover Page Interactive
+Added: Data File (embedded within the Inline XBRL document and contained in Exhibit 101)
+Added: Furnished herewith.
+Added: As permitted by Regulation
+Added: S-K, Item 601(b)(10)(iv) of the Securities Exchange Act of 1934, as amended, certain confidential portions of this exhibit have been
+Added: redacted from the publicly filed document.
+Added: The Company agrees to furnish supplementally an unredacted copy of the exhibit to the
+Added: Securities and Exchange Commission upon its request.
+Added: Indicates a management
+Added: contract or any compensatory plan, contract or arrangement.
+Added: Exhibits and/or schedules have been omitted pursuant to Item 601(a)(5)
+Added: of Regulation S-K.
+Added: The Company hereby undertakes to furnish supplementally copies of any of the omitted exhibits and schedules upon request
+Added: provided, however, that the Company may request confidential treatment pursuant to Rule 24b-2 under the Exchange Act for any
+Added: exhibits or schedules so furnished.
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.
−Removed: Financial Officer
−Removed: Financial Officer and Accounting Officer)
+Added: WELLGISTICS HEALTH, INC.
+Added: /s/ Mark DiSiena
+Added: Chief Financial Officer
+Added: (Principal Financial Officer and Accounting Officer)
+Added: August 19, 2025
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.