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What changed in Health In Tech, Inc.'s 10-K2024 vs 2025

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Paragraph-level year-over-year comparison of Health In Tech, Inc.'s 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+190 added195 removedSource: 10-K (2026-03-25) vs 10-K (2025-03-17)

Top changes in Health In Tech, Inc.'s 2025 10-K

190 paragraphs added · 195 removed · 145 edited across 6 sections

Item 1. Business

Business — how the company describes what it does

74 edited+18 added19 removed70 unchanged
Biggest changeAny such information that we input into a third-party machine learning platform could be revealed to others, including if information is used to train the third party’s machine learning models. Additionally, where a machine learning model ingests personal information and makes connections using such data, those technologies may reveal other sensitive, proprietary, or confidential information generated by the model.
Biggest changeOur customers’ sensitive, proprietary, or confidential information could be leaked, disclosed, or revealed as a result of or in connection with our vendors’ use of generative AI technologies. Any such information that we input into a third-party machine learning platform could be revealed to others, including if information is used to train the third party’s machine learning models.
Dedicated Management Team with Extensive Industry Experience to Drive Success Our management team has in-depth know-how in the insurance industry with significant experience in senior positions at large insurance healthcare businesses and entrepreneurship roles, including self-funded benefits plans and stop loss insurance, medical insurance companies, TPAs, MGUs, retail brokerages, and health plan consulting firms.
Dedicated Management Team with Extensive Industry Experience to Drive Success Our management team has in-depth know-how in the insurance industry with significant experience in senior positions at large insurance healthcare businesses and entrepreneurship roles, including self-funded benefits plans, stop loss insurance, medical insurance companies, TPAs, MGUs, retail brokerages, and health plan consulting firms.
HIT seeks to make a difference in the growing healthcare market with a distinctive business model that: (a) strives to democratize access to self-funded benefits plans and stop loss insurance policies for small business organizations, significantly broadening the client base; (b) leverages an AI machine learning technology to streamline and simplify the offering, underwriting, and closing processes for self-funded benefits plan and stop loss insurance programs; (c) enables TPAs and brokers to produce bindable proposals directly to business clients; (d) offers a mutually beneficial solution that assists business clients in reducing total medical expenses without sacrificing coverage quality; and (e) hopes to ensure a positive experience for both business clients and individual employees, in order to offer significant improvements in accessibility to comprehensive health networks in the future.
HIT seeks to make a difference in the growing healthcare market with a distinctive business model that: (a) strives to democratize access to self-funded benefits plans and stop loss insurance policies for business organizations, significantly broadening the client base; (b) leverages an AI machine learning technology to streamline and simplify the offering, underwriting, and closing processes for self-funded benefits plan and stop loss insurance programs; (c) enables TPAs and brokers to produce bindable proposals directly to business clients; (d) offers a mutually beneficial solution that assists business clients in reducing total medical expenses without sacrificing coverage quality; and (e) hopes to ensure a positive experience for both business clients and individual employees, in order to offer significant improvements in accessibility to comprehensive health networks in the future.
As a result of the ERISA preemption, we are able to offer our insurance technology platform throughout the states and make employer-sponsored health insurance plans accessible for small businesses and deliver cost and time savings for employers, employees, members, brokers, Third-party Administrators (TPAs), and providers. In addition, SMR is a licensed insurance agent in the State of South Carolina.
As a result of the ERISA preemption, we are able to offer our insurance technology platform throughout the states and make employer-sponsored health insurance plans accessible for businesses and deliver cost and time savings for employers, employees, members, brokers, Third-party Administrators (TPAs), and providers. In addition, SMR is a licensed insurance agent in the State of South Carolina.
Program services provided by SMR and MGU activities conducted by ICE (including eDIYBS) are interdependent and must be combined to function effectively. SMR selects health care vendors and creates different plans. The stop-loss insurance policy and self-funded health benefits plans together help small businesses manage and limit the risk exposure of health benefits plans.
Program services provided by SMR and MGU activities conducted by ICE (including eDIYBS) are interdependent and must be combined to function effectively. SMR selects health care vendors and creates different plans. The stop-loss insurance policy and self-funded health benefits plans together help businesses manage and limit the risk exposure of health benefits plans.
HI Card services are an optional add-on and cannot be offered on a standalone basis. Small businesses pay fees based on the sold case breakdown. All the fees are collected by TPAs pursuant to the sold case breakdown and are passed through to the respective vendors. Self-funded health plans typically consist of 10 different vendors.
HI Card services are an optional add-on and cannot be offered on a standalone basis. Businesses pay fees based on the sold case breakdown. All the fees are collected by TPAs pursuant to the sold case breakdown and are passed through to the respective vendors. Self-funded health plans typically consist of 10 different vendors.
We do not directly interact with our small employer customers, and primarily rely on TPAs and brokers, to set up the health benefits plan programs based on requirements and preferences of the small business employer. We are not a TPA. SMR and HI Card are not providing services to the TPAs, but instead, have contracts to collaborate with the TPAs.
We do not directly interact with our employer customers, and primarily rely on TPAs and brokers, to set up the health benefits plan programs based on requirements and preferences of the business employer. We are not a TPA. SMR and HI Card are not providing services to the TPAs, but instead, have contracts to collaborate with the TPAs.
HIT’s platform provides credentialing for licensed brokers, allowing them to access our marketplace to select and sell self-funded benefits plans for the small business employer at no cost. Brokers are paid by the small businesses, with no contractual relationship between HIT and the brokers, only a credentialing process, and free access is provided.
HIT’s platform provides credentialing for licensed brokers, allowing them to access our marketplace to select and sell self-funded benefits plans for the business employer at no cost. Brokers are paid by the businesses, with no contractual relationship between HIT and the brokers, only a credentialing process, and free access is provided.
Customizable Solutions: Beyond policy underwriting and sales, our marketplace offers customization of health benefits plans, vendors, claims, and network services. Brokers can select customized plans that suit their customers. Accessibility and Savings: We make self-funded benefits plans and stop loss insurance accessible online for small businesses.
Customizable Solutions: Beyond policy underwriting and sales, our marketplace offers customization of health benefits plans, vendors, claims, and network services. Brokers can select customized plans that suit their customers. Accessibility and Savings: We make self-funded benefits plans and stop loss insurance accessible online for businesses.
ICE, acting as an underwriter for the carrier, contracts directly with carriers. Carriers provide stop-loss insurance policies for the self-funded health benefits plans, and have contracts with ICE and the small businesses when a policy is sold. ICE, underwrites the policies and accepts insurance premiums from enrolled employees on behalf of the carrier.
ICE, acting as an underwriter for the carrier, contracts directly with carriers. Carriers provide stop-loss insurance policies for the self-funded health benefits plans, and have contracts with ICE and the businesses when a policy is sold. ICE, underwrites the policies and accepts insurance premiums from enrolled employees on behalf of the carrier.
For example, SMR collaborates with TPAs to facilitate the administration of health benefit plans and stop-loss insurance policies to our customers, which are the small business employers. The TPA will administer the purchased health benefits plan and manage the multiple service providers associated with the health benefits plan and stop-loss insurance policy.
For example, SMR collaborates with TPAs to facilitate the administration of health benefit plans and stop-loss insurance policies to our customers, which are the business employers. The TPA will administer the purchased health benefits plan and manage the multiple service providers associated with the health benefits plan and stop-loss insurance policy.
We aim to deliver meaningful cost savings for low-risk, small employers with comparatively healthy employees through a digital medical underwriting process. We seek to deliver time savings for employers, brokers, TPAs, and carriers, by leveraging both external and internally developed technology.
We aim to deliver meaningful cost savings for low-risk employers with comparatively healthy employees through a digital medical underwriting process. We seek to deliver time savings for employers, brokers, TPAs, and carriers, by leveraging both external and internally developed technology.
Below is an outline of the flow of fees for our services. SMR: Once the aggregate monthly fees are collected by the TPA from a small business employer, the TPA will then disburse the contracted fees to SMR based on the bindable sold case breakdown.
Below is an outline of the flow of fees for our services. SMR: Once the aggregate monthly fees are collected by the TPA from a business employer, the TPA will then disburse the contracted fees to SMR based on the bindable sold case breakdown.
Underwriting fee is 12% 13% of premium. HI Card: Once the aggregate monthly fees are collected by the TPA from a small business employer, the TPA will then disburse the contracted fees to HI Card based on the bindable sold case breakdown.
Underwriting fee is 12% 13% of premium. HI Card: Once the aggregate monthly fees are collected by the TPA from a business employer, the TPA will then disburse the contracted fees to HI Card based on the bindable sold case breakdown.
The agreement with the first AI data service provider was entered into on January 26, 2022. The agreement provides services including predictive modeling solutions utilizing the service provider’s software and decision engine that is hosted and managed by the service provider.
The agreement with the AI data service provider was entered into on January 26, 2022. The agreement provides services including predictive modeling solutions utilizing the service provider’s software and decision engine that is hosted and managed by the service provider.
An assessment is done annually to determine which providers to keep in the HPN and therefore the number of HPN providers may fluctuate from year-to-year. Although it is not part of HIT’s core business, we will strategically allocate our assets to maximize risk-adjusted returns to shareholders.
An assessment is done annually to determine which providers to keep in the HPN and therefore the number of HPN providers may fluctuate from year-to-year. Although it is not part of HIT’s core business, we will strategically invest our assets to maximize risk-adjusted returns to shareholders.
The average fee per employee paid by the small business employer for HI Card’s services is about $15 per month.
The average fee per employee paid by the business employer for HI Card’s services is about $15 per month.
Facilities Our headquarters is in Stuart, Florida where we currently lease office space with approximately 4,900 square feet under a five year lease starting in November 2022, under which we currently pay approximately $10,500 per month.
Facilities Our headquarters is in Stuart, Florida where we currently lease office space with approximately 4,900 square feet under a five year lease starting in November 2022, under which we currently pay approximately $10,660 per month.
Our web-based HI Card platform has a user-friendly interface, including both web and mobile based features, and is currently under continuous beta testing for a select group of customers.
Our web-based HI Card platform has a user-friendly interface, including both web and mobile based features, are currently under continuous beta testing for a select group of customers.
Most recently, we provided a three-year promissory note to Kang Youle Limited, an independent third party with access to a network of insurance sectors internationally. Furthermore, certain small business customers elect for a discount on premiums payable to carriers.
We provided a three-year promissory note to Kang Youle Limited, an independent third party with access to a network of insurance sectors internationally. Furthermore, certain business customers elect for a discount on premiums payable to carriers.
In most cases, this system enables the generation of bindable proposals for an employer with enrolled individuals within the carrier’s accepted risk threshold in a about two minutes. All bindable proposals are within the carrier’s accepted risk threshold, which are developed and programmed by our proprietary system.
In most cases, this system enables the generation of bindable quotes for an employer with enrolled individuals within the carrier’s accepted risk threshold in about two minutes. All bindable quotes are within the carrier’s accepted risk threshold, which are developed and programmed by our proprietary system.
We coordinate all aspects of programs and seek to provide our small business customers with suitable and affordable insurance policies in the market. We plan to leverage our online quoting tools and HI Card to add strategic partnerships with large insurance brokerage firms to the platform and continue to strengthen our distribution channels.
We coordinate all aspects of programs and seek to provide our business customers with suitable and affordable insurance policies and health benefits plans in the market. We plan to leverage our online quoting tools and HI Card to add strategic partnerships with large insurance brokerage firms to the platform and continue to strengthen our distribution channels.
In most cases, this streamlined approach reduces processing time to approximately two minutes, compared to the traditional manual quoting model that involves sending multiple documents to underwriters for manual review, which can take several days to generate bindable quotes based on feedback we have received from brokers who engaged us for our services and the Frost & Sullivan report.
In most cases, this streamlined approach reduces processing time to approximately two minutes for small employers, compared to the traditional manual quoting model that involves sending multiple documents to underwriters for manual review, which can take several days to generate bindable quotes based on feedback we have received from brokers who engaged us for our services.
We seek to integrate all aspects of self-funded benefits plans and stop loss insurance for small businesses with 5-150 employees, and medium sized businesses with over 150 employees. 3 Leveraging AI-backed technology from our third-party service providers, our Enhanced Do It Yourself Benefit System (eDIYBS) is a rapid medical underwriting and broker quoting system.
We seek to integrate all aspects of self-funded benefits plans and stop loss insurance for small businesses with 10-100 employees, and larger sized businesses with over 100 employees. 3 Leveraging AI-backed technology from our third-party service providers, our Enhanced Do It Yourself Benefit System (eDIYBS) is a rapid medical underwriting and broker quoting system.
Licensed brokers registered on our platform can log in, upload certain required information, select policy plans, obtain a bindable quote and sell them to small businesses. Our technology enables us to medically underwrite insurance policies and usually produce bindable quotes within approximately two minutes, allowing us to deliver an integrated and seamless sales cycle.
Licensed brokers registered on our platform can log in, upload certain required information, select policy plans, obtain a bindable quote and sell them to businesses. In most cases, our technology enables us to medically underwrite insurance policies and produce bindable quotes within about two minutes, allowing us to deliver an integrated and seamless sales cycle.
Additionally, our web-based HI Card platform has a user-friendly interface designed to enable patients, TPAs, small and medium-sized enterprises (SMEs) to access all of their benefits in one place. HI Card’s secure, proprietary technology leverages existing systems to create a single, standardized transaction platform for providers, payers, and patients alike.
Additionally, our web-based HI Card platform has a user-friendly interface designed to enable patients, TPAs, and businesses to access all of their benefits in one place. HI Card’s secure, proprietary technology leverages existing systems to create a single, standardized transaction platform for providers, payers, and patients alike.
Additionally, we intend to continue to maintain our business model designed to leverage virtual technology to minimize brick and mortar facilities while optimizing our ability to attract top talented employees that may reside in any geography. Employees As of December 31, 2024, we had a total of 73 full-time employees and 7 part-time employees.
Additionally, we intend to continue to maintain our business model designed to leverage virtual technology to minimize brick and mortar facilities while optimizing our ability to attract top talented employees that may reside in any geography. Employees As of December 31, 2025, we had a total of 87 full-time employees and 4 part-time employees.
Patients can also authorize medical information and share with doctors to save time. Unlimited access to data brokers are empowered to manage customer information to improve efficiency, enable small employers to better manage employee insurance information to save costs, assist patients, manage health care and medical data to make better decisions. Reference-based pricing lower costs for patients, streamlined claims processing for payers, faster payment turnaround for providers. 6 Growing Distribution Channels As of December 31, 2024, we had 417 brokers, 11 Third-Party Administrators (TPAs), and 212 additional third-party agencies in 41 states registered on our platforms and selling our services.
Patients can also authorize medical information and share with doctors to save time. Unlimited access to data brokers are empowered to manage customer information to improve efficiency, enable employers to better manage employee insurance information to save costs, assist patients, manage health care and medical data to make better decisions. Reference-based pricing lower costs for patients, streamlined claims processing for payers, faster payment turnaround for providers. 6 Growing Distribution Channels As of December 31, 2025, we had 583 brokers, 12 Third-Party Administrators (TPAs), and 263 additional third-party agencies in 40 states registered on our platforms and selling our services.
Item 1. Business. Our Mission To change the non-transparent $4.5 trillion 1 healthcare industry with innovation that removes friction and complexities with vertical integration, process simplification, automation, and digitalization. Overview Health in Tech (“HIT”) is an insurance technology platform company, which offers a marketplace that aims to improve processes in the healthcare industry through vertical integration, process simplification, and automation.
Item 1. Business. Our Mission To change the non-transparent $5.3 trillion 1 healthcare industry with innovation that removes friction and complexities with vertical integration, process simplification, automation, and digitalization. Overview Health in Tech (“HIT”) is an AI-enabled insurance technology platform company, which offers a marketplace that improves processes in the healthcare industry through vertical integration, process simplification, and automation.
Our proprietary underwriting algorithm leverages big-data analytics and nearly 330 million internal and external data points to produce a health score for each individual employee as of December 31, 2024. Our digitally enabled approach to quoting has successfully reduced the need for human involvement in a significant part of the process.
Our proprietary underwriting algorithm leverages big-data analytics and nearly millions of internal and external data points to produce a health score for an individual employee as of December 31, 2025. Our digitally enabled approach to quoting has successfully reduced the need for human involvement in a significant part of the process.
Small Business Association (SBA), in 2022, small businesses with 500 employees or fewer make up 99.9% of all U.S. businesses and 99.7% of firms with paid employees. However, small businesses are drastically underserved in their access to affordable, competitive health insurance. Compared to large businesses, small businesses face higher year-over-year premium increases and pay more on average for less coverage.
Small Business Association (SBA), in 2026, small businesses with 500 employees or fewer make up 99.9% of all U.S. businesses and represent 43.5% of GDP. However, small businesses are drastically underserved in their access to affordable, competitive health insurance. Compared to large businesses, small businesses face higher year-over-year premium increases and pay more on average for less coverage.
With HI Card, each participant in the healthcare transaction has secure real-time access to the same vital patient information from medical and drug histories to coverage eligibility and more. As of December 31, 2024, we had clients in 41 states, with our services and platforms actively utilized by 417 brokers, 11 Third-Party Administrators (TPAs), and 212 additional third-party agencies.
With HI Card, each participant in the healthcare transaction has secure real-time access to the same vital patient information from medical and drug histories to coverage eligibility and more. As of December 31, 2025, we had clients in 40 states, with our services and platforms actively utilized by 583 brokers, 12 Third-Party Administrators (TPAs), and 263 additional third-party agencies.
As a share of the nation’s Gross Domestic Product (“GDP”), healthcare spending accounted for 17.3% in 2022. Small businesses are underserved primarily due to a lack of insurance service solutions and lack of competition.
As a share of the nation’s Gross Domestic Product (“GDP”), healthcare spending accounted for 18.0% in 2024. Small businesses are underserved primarily due to a lack of insurance service solutions and lack of competition.
Proprietary Technology and Data Improve Efficiency and Transparency Our frontend platform is a web-based portal, easily accessible, with limited requirements for brokers to upload the basic minimum data. The uploaded data on the eDIYBS portal are instantly analyzed by a third-party AI company machine learning engine and our internal algorithm.
Proprietary Technology and Data Improve Efficiency and Transparency Our frontend platform is a web-based portal, easily accessible, with limited requirements for brokers to upload the basic minimum data. The uploaded data on the eDIYBS portal is instantly analyzed by an AI-backed engine and our internal algorithm.
Such service providers are listed on the bindable quotes via the bindable sold case breakdown, which outlines the individual stop loss insurance and benefits service offerings selected by the small business and the cost of each. SMR selects health care vendors and creates different plans.
Such service providers are listed on the bindable quotes via the bindable sold case breakdown, which outlines the individual stop loss insurance and benefits service offerings selected by the business and the cost of each. SMR selects health care vendors and creates different plans. Once the business employer selects a plan, the platform will generate the sold case breakdown.
Available for seamless integration or as standalone offerings, our services are delivered through the three wholly-owned subsidiaries operating on a single online marketplace: (i) Stone Mountain Risk, LLC (“SMR”), (ii) International Captive Exchange, LLC (“ICE”), and (iii) HI Card LLC which offers the HI (Health Intelligence) Card platform (“HI Card”). Collectively, these services embody the comprehensive value proposition of HIT.
Available for seamless integration or as standalone offerings, our services are delivered through the three wholly-owned subsidiaries (i) Stone Mountain Risk, LLC (“SMR”), (ii) International Captive Exchange, LLC (“ICE”), and (iii) HI Card LLC’s HI Card platform (“HI Card”). Collectively, these services embody the comprehensive value proposition of HIT.
The HI Card Platform is designed to enable patients, TPAs, and SMEs to access all of their benefits in one place. 24/7 transparency patients can easily obtain their plan design and deductible accumulator information.
It is designed to enable patients, TPAs, and businesses to access all of their benefits in one place. 24/7 transparency patients can easily obtain their plan design and deductible accumulator information.
The aim of this strategic approach to self-funding is to achieve competitively lower rates for low-risk small employers with comparatively healthy employees, as compared with the community rating of many fully insured large carriers where premiums are the same for everyone in the community.
The aim of this strategic approach to self-funding is to achieve competitively lower rates for low-risk employers with comparatively healthy employees, as compared with the community rating of many fully insured large carriers where premiums are the same for everyone in the community. The eDIYBS quoting platform can be used to quote health insurance for employers.
By removing friction and complexities, we streamline the underwriting, sales and service process for insurance companies, licensed brokers, and TPAs. Marketplace: We are a health insurance marketplace where insurance companies can list various stop-loss policy options for self-funded benefits plans.
By removing friction and complexities, we streamline the underwriting, sales and service process for insurance companies, licensed brokers, Managing General Underwriter (MGUs) and third-party administrators (“TPAs”). Marketplace: We are a health insurance marketplace where insurance companies can list various stop-loss policy options for self-funded benefits plans.
Healthcare costs have consistently outpaced inflation in recent years, and healthcare spending typically grows faster than the economy. According to the Centers for Medicare & Medicaid Services’ National Health Expenditure Data, U.S. health care spending grew 4.1% in 2022, reaching $4.5 trillion or $13,493 per person.
Healthcare costs have consistently outpaced inflation in recent years, and healthcare spending typically grows faster than the economy. According to the Centers for Medicare & Medicaid Services’ National Health Expenditure Data, U.S. health care spending grew 7.2% in 2024, reaching $5.3 trillion, or $15,474 per person.
We continue to evaluate business opportunities and may expand on these business opportunities based upon their success in the future. Health in Tech Power on Your Health Plan We created HIT because traditional self-funding can be overly complicated for many participants, costing both time and money, especially for the small business community. According to the U.S.
Health in Tech Power on Your Health Plan We created HIT because traditional self-funding can be overly complicated for many participants, costing both time and money, especially for the small business community. According to the U.S.
These early stage and more established competitors also compete with us in recruiting and retaining qualified insurance services and technology personnel and establishing new technology, as well as in acquiring technologies complementary to, or necessary for, our platforms.
Smaller or early-stage companies may also prove to be significant competitors, particularly through collaborative arrangements with large and established companies. These early stage and more established competitors also compete with us in recruiting and retaining qualified insurance services and technology personnel and establishing new technology, as well as in acquiring technologies complementary to, or necessary for, our platforms.
For the year ended December 31, 2024, the percentage of our total revenue attributed to each of SMR, ICE and HI Card was 50.5%, 34.1%, and 15.4%, respectively. Program services provided by SMR and underwriting and administrative activities provided by ICE (including eDIYBS) are interdependent, as they cannot function effectively without being combined.
For the year ended December 31, 2025, the percentage of our total revenue attributed to each of SMR, ICE and HI Card was 79.4%, 20.6%, and 0.0%, respectively. Program services provided by SMR and MGU activities provided by ICE (including eDIYBS) are interdependent, as they cannot function effectively without being combined.
Competition The insurance services technology industry is characterized by a rapid evolution of technologies, significant competition and strong defense of intellectual property. While we believe that our platforms, technology, knowledge, experience, and resources provide us with unique competitive advantages, we expect to face competition from major healthcare, insurance and technology companies, among others.
Competition The insurance services technology industry is characterized by a rapid evolution of technologies, significant competition and strong defense of intellectual property. While we believe that our platforms, technology, knowledge, experience, and resources provide us with unique competitive advantages, we expect to face competition from established insurance carriers and other companies that offer self-funded health plan solutions to employer groups.
Pursuant to the agreement, the Company agreed to pay the service provider a monthly fee of $16,250. We have also developed a robust incident response plan, integrating third parties into the process, and ensuring their awareness of roles and responsibilities further strengthen security measures.
Pursuant to the agreement, the Company agreed to pay the service provider on a per user basis based on the number of users, with a minimum monthly fee of $60,000. 9 We have also developed a robust incident response plan, integrating third parties into the process, and ensuring their awareness of roles and responsibilities further strengthen security measures.
TPA’s responsibilities include paying fees to contracted vendors on behalf of small business employer, processing claims, managing enrollment through working with the underwriter, and administering self-funded health plans. There is no contractual relationship between HIT and the brokers.
This is because businesses may lack the expertise and resources to manage self-funded health benefits service providers. TPA’s responsibilities include paying fees to contracted vendors on behalf of business employers, processing claims, managing enrollment through working with the underwriter, and administering self-funded health plans. There is no contractual relationship between HIT and the brokers.
HI Performance Network (HPN) now provides direct Medicare contacts in 50 states with 1,306,625 providers, including 10,489 hospital locations as of December 31, 2024. In accordance with our internal practices and procedures, we evaluate our contracts with HPN providers on the basis of cost and to ensure they adhere to our standards.
HI Performance Network (HPN) now provides direct Medicare contracts in 50 states with 1,317,732 providers that are licensed nationwide, including hospitals, as of December 31, 2025. In accordance with our internal practices and procedures, we evaluate our contracts with HPN providers on the basis of cost and to ensure they adhere to our standards.
In such cases, brokers are guided to employ an electronic health application, enabling customers to supply additional information necessary to finalize the sale and generate a comprehensive proposal. Our Growth Strategy Attract more TPAs, MGUs, and brokers to use our platforms.
In such cases, brokers are guided to employ an electronic health application, enabling customers to supply additional information necessary to finalize the sale and generate a comprehensive proposal. Our Growth Strategy Build a Marketplace for All Employers and All Insurance Carriers.
We also developed the HI Performance Network (HPN), which delivers Medicare-based reimbursement pricing to a series of hospital facilities and providers. Our HPN now provides direct Medicare contacts in 50 states with 1,306,625 providers, including 10,489 hospital locations as of December 31, 2024.
We also developed the HI Performance Network (HPN), which delivers Medicare-based reimbursement pricing to a series of hospital facilities and providers. Our HPN now provides direct Medicare contracts in 50 states with 1,317,732 providers that are licensed nationwide, including hospitals, as of December 31, 2025.
The average fee per employee paid by the small business employer for SMR’s services is about $15 per month. 7 ICE: ICE collects premiums from small businesses on behalf of the carrier in accordance with the underwriting guidelines.
The SMR’s services fee per employee paid by the business employer per month ranges from $2 to $50 depending on selected services. 7 ICE: ICE collects premiums from businesses on behalf of the carrier in accordance with the underwriting guidelines.
Our eDIYBS platform empowers licensed brokers to sell stop loss insurance policy for self-funded benefits plans to small employers whose workforce typically ranges from 5 to 150 employees.
Our eDIYBS platform empowers licensed brokers to sell stop loss insurance policy for self-funded benefits plans to employers.
Our Contractual Relationships SMR and HI Card contract with TPAs, which are contracted and authorized by the small business employers to enter into services contracts with SMR and HI Card on behalf of the small business employers.
We seek to obtain our customers by consistently improving our platforms and services, and by providing convenience, speed and cost efficiency. Our Contractual Relationships SMR and HI Card contract with TPAs, which are contracted and authorized by the business employers to enter into services contracts with SMR and HI Card on behalf of the business employers.
In exchange for such discount, carriers are entitled to collect and retain such small business customers’ claim fund balance amounts (such positive claim fund balance amounts, the “Deferred Administrative Surplus”). HIT as the platform company tracks and processes claims for carriers.
In exchange for such discount, carriers are entitled to collect and retain such business customers’ claim fund balance amounts (such positive claim fund balance amounts, the “Deferred Administrative Surplus”). HIT as the platform company tracks and processes claims for carriers. Having all required information for collection on our platform, we signed an agreement to give us the sole collection rights.
Collaborating with TPAs, ICE empowers small business groups to fund their own claims and lowers the risk pool of insured, mitigating the risk associated with high-dollar medical claims. ICE medically underwrites the employees.
This platform not only monitors and manages claims activities but also facilitates reinsurance reporting and monthly reinsurance filings. Collaborating with TPAs, ICE empowers business groups to fund their own claims and lowers the risk pool of insured, mitigating the risk associated with high-dollar medical claims. ICE medically underwrites the employees.
As a marketplace and platform company, we have contractual relationships with TPAs, carriers and small employers. Our fees are earned from small employers and carriers upon a broker or TPA successfully selling a stop loss policy for self-funded benefits plans. Our proprietary technology enables us to medically underwrite insurance policies for carriers.
Our fees are earned from employers and carriers upon a broker or TPA successfully selling a stop loss policy for self-funded benefits plans. Our proprietary technology enables us to medically underwrite insurance policies for carriers. We also offer customization of health benefits plans, vendors, claims, and network services.
We also offer customization of health benefits plans, vendors, claims, and network services. When licensed brokers log in to our platform, they upload a census, select policy, design plans, obtain a bindable quote and sell them to small businesses. These offered services are interdependent, and cannot function effectively without being combined.
When licensed brokers log in to our platform, they upload a census, select policy, design plans, obtain a bindable quote and sell them to businesses. These offered services are interdependent, and cannot function effectively without being combined. Services provided by HI Card are optional add-on to our services, and it cannot be offered on a standalone basis.
We have also registered the trademarks “HI Card,” “Health In Tech” and “HIT.” 8 Use of Artificial Intelligence Our eDIYBS platform is backed by third-party AI technology utilizing machine learning. Our customers’ sensitive, proprietary, or confidential information could be leaked, disclosed, or revealed as a result of or in connection with our vendors’ use of generative AI technologies.
We have also registered the trademarks “HI Card,” “Health In Tech” and “HIT.” “SMR” and “eDIYBS.” 8 Use of Artificial Intelligence Our eDIYBS platform is backed by third-party AI technology utilizing machine learning.
ICE: ICE is an MGU, which specializes in underwriting and providing administrative functions on behalf of stop loss carriers. ICE assists with underwriting activities through its sophisticated web-based SaaS quoting platform, eDIYBS (Enhance Do It Yourself Benefit System). This platform not only monitors and manages claims activities but also facilitates reinsurance reporting and monthly reinsurance filings.
SMR collaborates with TPAs and licensed brokers to design health plans that meet the specific needs of the employers. ICE: ICE is an MGU, which specializes in underwriting and providing administrative functions on behalf of stop loss carriers. ICE assists with underwriting activities through its sophisticated web-based SaaS quoting platform, eDIYBS (Enhance Do It Yourself Benefit System).
The data used in our eDIYBS platform is provided by various third party vendors that utilize machine learning tools, which are connected to our system by an application programming interface.
The data used in our eDIYBS platform is provided by third party vendors that utilize machine learning tools, which are connected to our system by an application programming interface. We then feed the data to our internal risk scoring model to generate a risk score and to calculate premiums that are within insurance underwriting guidelines and carriers’ risk acceptance threshold.
Our patent covers our HI Card system which is used to store, process and access data, and we have one patent application pending for DIYBS, which relates to our eDIYBS platform.
Our Intellectual Property We currently have seven registered trademarks, one pending trademark application, three patents, and one pending patent application. Our patents cover our HI Card system, which is used to store, process and access data.
Moreover, machine learning models may create incomplete, inaccurate, or otherwise flawed outputs, some of which may appear correct. We use machine learning outputs from our vendors to make certain decisions.
Additionally, where a machine learning model ingests personal information and makes connections using such data, those technologies may reveal other sensitive, proprietary, or confidential information generated by the model. Moreover, machine learning models may create incomplete, inaccurate, or otherwise flawed outputs, some of which may appear correct. We use machine learning outputs from our vendors to make certain decisions.
As a third-party administrator, TPAs are contractually authorized and directed by the small businesses to enter into agreements with other service providers like SMR on behalf of the small businesses. This is because small businesses may lack the expertise and resources to manage self-funded health benefits service providers.
Only the business employer can start or terminate the relationship with the SMR and HI Card. The TPA cannot start or terminate the relationship with the SMR or HI Card. As a third-party administrator, TPAs are contractually authorized and directed by the businesses to enter into agreements with other service providers like SMR on behalf of the businesses.
Licensed brokers can log in to the marketplace to select and sell self-funded benefits plans to small businesses. Our offerings encompass reference-based pricing, group insurance captives, community health plans, and association health programs. SMR collaborates with TPAs and licensed brokers to design health plans that meet the specific needs of the employers.
It designs health plans, selects networks, manages vendors, and sets up the benefits plan on the marketplace including benefits structures, coverage options, and provider networks. Licensed brokers can log in to the marketplace to select and sell self-funded benefits plans to businesses. Our offerings encompass reference-based pricing, group insurance captives, community health plans, and association health programs.
Services provided by HI Card are optional add-on to our services, and it cannot be offered on a standalone basis. Brokers are not obligated to utilize our HI Card service. Customers use the HI Performance Network offering by HI Card, which is a series of hospital facilities and providers that deliver Medicare-based reimbursement pricing.
Brokers are not obligated to utilize our HI Card service. Customers use the HI Performance Network offering by HI Card, which is a series of hospital facilities and providers that deliver Medicare-based reimbursement pricing. The HI Performance Network now provides direct Medicare contracts in 50 states with 1,317,732 providers that are licensed nationwide, including hospitals, as of December 31, 2025.
According to Kaiser Family Foundation (KFF), in 2023, about 47% of small businesses, which they defined as businesses with 3-199 workers, did not offer health insurance, with cost being one of the largest barriers. Health insurance remains the most important benefit for small businesses to attract and retain talent when competing against larger corporations.
According to the Kaiser Family Foundation (“KFF”) in its KFF 2025 Employer Health Benefits Survey (which surveys employers with ten or more workers), 59% of small firms (10–199 workers) offer health benefits, implying that approximately 41% do not. Health insurance remains the most important benefit for small businesses to attract and retain talent when competing against larger corporations.
There are substantial difficulties for consumers to determine the true cost of services before seeking care, and they often are unable to effectively compare costs when seeking the most suitable treatment. HIT provides personalized and secured access to healthcare data through its HI Card platform, which is available 24/7 with maximal transparency.
Lack of transparency in the healthcare industry has an adverse impact in building trust and inability to manage costs. There are substantial difficulties for consumers to determine the true cost of services before seeking care, and they often are unable to effectively compare costs when seeking the most suitable treatment.
We are a health insurance marketplace where insurance companies can list various stop-loss policy options for self-funded benefits plan. Our customers are small employers, which we also refer to as small businesses or groups, having employees from 5 to 1,000 that need health insurance plans.
We are a health insurance marketplace where insurance companies can list various stop-loss policy options for self-funded benefits plans. Our customers are employers of all sizes that need health insurance plans. As a marketplace and platform company, we have contractual relationships with TPAs, carriers and employers.
Services provided by HI Card are optional add-on to our services, and it cannot be offered on a standalone basis. Any broker that utilized program services offered by SMR and ICE is not obligated to utilize the HI Card service. 1 The total healthcare spending in the U.S. in 2022.
Services provided by HI Card are optional add-on to our services, and it cannot be offered on a standalone basis.
We seek to offer a high value proposition for businesses to manage down their healthcare costs. Complicated insurance transaction procedures and manual processes are inefficient and costly. According to the Frost & Sullivan report, the traditional stop loss insurance for self-funded benefits plans program quoting process is manual and may take 12-14 days to complete a quote.
We seek to offer a high value proposition for businesses to manage down their healthcare costs. Complicated insurance transaction procedures and manual processes can be inefficient, costly, and difficult to scale.
Medical care specialists can facilitate and assist businesses in determining cost effective solutions without compromising quality. Healthcare providers can view patients’ historical medical and the transactional information after obtaining the patient’s permission. This makes diagnoses easier and more accurate. 4 Massive and Growing Market Opportunities with Fragmented Players in Targeted Regions According to the U.S.
HIT provides personalized and secured access to healthcare data through its HI Card platform, which is available 24/7 with maximal transparency. Medical care specialists can facilitate and assist businesses in determining cost effective solutions without compromising quality. Healthcare providers can view patients’ historical medical and the transactional information after obtaining the patient’s permission.
Having all required information for collection on our platform, we signed an agreement to give us the sole collection rights. The purchase amount equal to 53% of collection amount. Given HIT in our role of providing services on a day-to-day basis for our customers, we negotiated such collection rights.
The initial purchase amount equals 53% of collection amount, and the final purchase amount equals 20% of collection amount. Given HIT in our role of providing services on a day-to-day basis for our customers, we negotiated such collection rights. We continue to evaluate business opportunities and may expand on these business opportunities based upon their success in the future.
The self-funded benefits plans and stop loss insurance policies were sold to 890 business clients with 18,348 employees, and we managed to maintain profitability while experiencing growth with a year-over-year revenue increase of 2% from 2023 to 2024. Roscommon Insurance Company (“Roscommon”) and Roscommon Captive Management LLC, the self-insurance carrier business previously owned by our Chief Executive Officer, Mr.
The self-funded benefits plans and stop loss insurance policies were sold to 795 business clients with 22,515 employees, and we managed to maintain profitability while experiencing growth with a year-over-year revenue increase of 71% from 2024 to 2025. Challenges in the Healthcare Market for Small Businesses Drive Innovation High healthcare costs and low value of health benefits for small businesses.
Customers can also choose other networks, if they prefer to use a preferred provider organization (PPO). We seek to obtain our customers by consistently improving our platforms and services, and by providing convenience, speed and cost efficiency.
Except HI Card, which are optional add-on to our services, and cannot function on a standalone basis, customers using any of our platforms have access to other platforms. Customers can also choose other networks, if they prefer to use a preferred provider organization (PPO).
According to The Centers for Medicare & Medicaid Services National Health Expenditure Data; Frost & Sullivan 1 SMR: SMR is a program manager specializing in customized self-funded benefits plans for small businesses. It designs health plans, selects networks, manages vendors, and sets up the benefits plan on the marketplace including benefits structures, coverage options, and provider networks.
Brokers are not obligated to utilize our HI Card service. 1 Centers for Medicare & Medicaid Services (CMS), National Health Expenditure Accounts (NHEA) Fact Sheet (2024). 1 SMR: SMR is a program manager specializing in customized self-funded benefits plans for businesses.
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The eDIYBS quoting platform can be used to quote health insurance for small to medium sized employers. Currently we are focusing on small employers.
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Approximately 80% of bindable quotes are provided solely using AI without further manual review. According to brokers’ feedback, depending on employer size, it otherwise can take anywhere from two weeks to three months to receive bindable quotes from other channels.
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Approximately 80% of bindable quotes are provided solely using AI without further manual review. According to the Frost & Sullivan report, two of our competitors that provide the underwriting aspect of our services, require two weeks to produce a quote, and while another competitor can provide an initial quote within minutes, that quote is contingent upon receiving all health applications.
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Based on our experience and feedback from brokers, traditional manual underwriting and quoting workflows for self-funded benefits plans and associated stop-loss coverage may take approximately twelve days to three months depending on the size of groups as these processes often require multiple documents to be compiled, reviewed and submitted manually.
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In addition, these competitors only underwrite their own insurance products, and do not provide a platform that can underwrite a variety of stop loss insurance policies by different insurance companies for the small employers’ self-funded benefits plan.
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By contrast, HIT has developed eDIYBS, a fast and user-friendly AI-backed system that is designed to shorten the sales cycle. In most cases, our platform can produce a medical plan proposal in approximately two minutes to two weeks, subject to the receipt of required underwriting information. Actual timelines may vary based on group-specific factors, data completeness, and underwriting requirements.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeIf we fail to assist the insurance company to comply with regulatory requirements, or are unable to meet performance standards, The insurance products could be taken off from our platform that could be severely impact our revenue income. Changes or developments in the health insurance markets in the United States, including passage and implementation of a law to create a single-payer or government-run health insurance program, could materially and adversely harm our business and operating results. If we fail to comply with applicable privacy, security, and data laws, regulations and standards, including with respect to third-party service providers that utilize sensitive personal information on our behalf, or applicable consumer protection laws, our business, reputation, results of operations, financial position, and cash flows could be materially and adversely affected. Our limited operating history makes it difficult to evaluate our current business performance, implementation of our business model, and our future prospects. 13 We are subject to risks associated with outsourcing services and functions to third parties. If we are unable to integrate and manage our information systems effectively, our operations could be disrupted. From time to time, we may become involved in costly and time-consuming litigation and regulatory actions, which require significant attention from our management. We rely on the experience and expertise of our founder/Chief Executive Officer, senior management team, highly-specialized technology and insurance experts, key technical employees, and other highly skilled personnel. If we or our partners or other third parties with whom we collaborate sustain a cyber-attack or suffer privacy or data security breaches that disrupt our information systems or operations, or result in the dissemination of sensitive personal or confidential information, we could suffer increased costs, exposure to significant liability, adverse regulatory consequences, reputational harm, loss of business, and other serious negative consequences. Our Class A Common Stock price may be volatile or may decline regardless of our operating performance, and you may not be able to resell your shares at or above the price you purchased your shares. The dual class structure of our common stock has the effect of concentrating voting control with our Chief Executive Officer and Chief Financial Officer for the foreseeable future, which will limit the ability of our other investors to influence corporate matters, including the election of directors and the approval of any change of control transaction. We do not intend to pay dividends on our Class A Common Stock for the foreseeable future. Future sales or availability of our Class A Common Stock or rights to purchase our Class A Common Stock, including pursuant to our equity incentive plans, or other equity securities or securities convertible into our Class A Common Stock, could result in additional dilution of the percentage ownership of our stockholders and could cause the stock price of our Class A Common Stock to decline. Our management team has limited experience managing a public company. The obligations associated with being a public company require significant resources and management attention, and we have and will continue to incur increased costs as a result of becoming a public company. As a public reporting company, we are subject to rules and regulations established from time to time by the SEC and PCAOB regarding our internal control over financial reporting.
Biggest changeIf we fail to assist the insurance company to comply with regulatory requirements, or are unable to meet performance standards, The insurance products could be taken off from our platform that could be severely impact our revenue income. Changes or developments in the health insurance markets in the United States, including passage and implementation of a law to create a single-payer or government-run health insurance program, could materially and adversely harm our business and operating results. If we fail to comply with applicable privacy, security, and data laws, regulations and standards, including with respect to third-party service providers that utilize sensitive personal information on our behalf, or applicable consumer protection laws, our business, reputation, results of operations, financial position, and cash flows could be materially and adversely affected. Our limited operating history makes it difficult to evaluate our current business performance, implementation of our business model, and our future prospects. 13 We are subject to risks associated with outsourcing services and functions to third parties. If we are unable to integrate and manage our information systems effectively, our operations could be disrupted. From time to time, we may become involved in costly and time-consuming litigation and regulatory actions, which require significant attention from our management. We rely on the experience and expertise of our founder/Chief Executive Officer, senior management team, highly-specialized technology and insurance experts, key technical employees, and other highly skilled personnel. If we or our partners or other third parties with whom we collaborate sustain a cyber-attack or suffer privacy or data security breaches that disrupt our information systems or operations, or result in the dissemination of sensitive personal or confidential information, we could suffer increased costs, exposure to significant liability, adverse regulatory consequences, reputational harm, loss of business, and other serious negative consequences. Our Class A Common Stock price may be volatile or may decline regardless of our operating performance, and you may not be able to resell your shares at or above the price you purchased your shares. The dual class structure of our common stock has the effect of concentrating voting control with our Chief Executive Officer and Chief Financial Officer for the foreseeable future, which will limit the ability of our other investors to influence corporate matters, including the election of directors and the approval of any change of control transaction. We cannot predict the effect our dual class structure may have on the market of our Class A Common Stock. We do not intend to pay dividends on our Class A Common Stock for the foreseeable future. Future sales or availability of our Class A Common Stock or rights to purchase our Class A Common Stock, including pursuant to our equity incentive plans, or other equity securities or securities convertible into our Class A Common Stock, could result in additional dilution of the percentage ownership of our stockholders and could cause the stock price of our Class A Common Stock to decline. Our management team has limited experience managing a public company. The obligations associated with being a public company require significant resources and management attention, and we have and will continue to incur increased costs as a result of becoming a public company. As a public reporting company, we are subject to rules and regulations established from time to time by the SEC and PCAOB regarding our internal control over financial reporting.
If we fail to add to our network, or retain our current one, our business, revenue, operating results, and financial condition could be harmed. Our growth strategy includes, without limitation, the acquisition of additional clients in existing and new markets and states, introducing new services, products and plans, and monetizing our technology. Failure to accurately perform underwriting actuarial reviews and adjustments to our underwriting tools could result in an increase in the cost and pricing of health plans we are able to program in the future, which could negatively impact the reputation of our eDIYBS platform and our financial results. If the number of members utilizing our platforms decreases or the number of products or services to which they subscribe, our revenue will decrease. The insurance products and services we offer through our platform are subject to ongoing, complex, and evolving regulatory obligations, and to continued regulatory review, we could be asked to provide additional claim reports, data and monitoring funds for the insurer which result in significant additional expense and the diversion of our management’s time and efforts.
If we fail to add to our network, or retain our current one, our business, revenue, operating results, and financial condition could be harmed. Our growth strategy includes, without limitation, the acquisition of additional clients in existing and new markets and states, introducing new services, products and plans, and monetizing our technology. Failure to accurately perform underwriting actuarial reviews and adjustments to our underwriting tools could result in an increase in the cost and pricing of health plans we are able to program in the future, which could negatively impact the reputation of our eDIYBS platform and our financial results. If the number of members utilizing our platforms or the number of products or services to which they subscribe decreases, our revenue will decrease. The insurance products and services we offer through our platform are subject to ongoing, complex, and evolving regulatory obligations, and to continued regulatory review, we could be asked to provide additional claim reports, data and monitoring funds for the insurer which result in significant additional expense and the diversion of our management’s time and efforts.
If the number of members utilizing our platforms decreases or the number of services to which they subscribe, our revenue will decrease.
If the number of members utilizing our platforms or the number of services to which they subscribe decreases, our revenue will decrease.
If we fail to add to our network, or retain our current one, our business, revenue, operating results, and financial condition could be harmed. While we generate our revenue primarily from small employers and insurance carriers, we currently derive substantially all of our business through brokers, TPAs, and other third-party agents who provide referrals.
If we fail to add to our network, or retain our current one, our business, revenue, operating results, and financial condition could be harmed. While we generate our revenue primarily from employers and insurance carriers, we currently derive substantially all of our business through brokers, TPAs, and other third-party agents who provide referrals.
As a relatively new entrant in the markets in which we operate, we have limited experience and are unable to predict whether we will be able to effectively and consistently provide solutions that are tailored to the budgets of small businesses and to the health and other insurance needs of their employees.
As a relatively new entrant in the markets in which we operate, we have limited experience and are unable to predict whether we will be able to effectively and consistently provide solutions that are tailored to the budgets of businesses and to the health and other insurance needs of their employees.
We are expanding rapidly by partnering with additional TPAs, brokers, carriers, MGUs and other third-party agents to utilize our platform and provide referrals, and entering into new markets and introducing SaaS solutions in the markets in which we currently operate. As of December 31, 2024, we operated in 41 states.
We are expanding rapidly by partnering with additional TPAs, brokers, carriers, MGUs and other third-party agents to utilize our platform and provide referrals, and entering into new markets and introducing SaaS solutions in the markets in which we currently operate. As of December 31, 2025, we operated in 40 states.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeGovernance : Our Vice President of Security and Compliance leads our cybersecurity program and is responsible for implementing and maintaining our cybersecurity controls and provides regular updates to the Audit Committee and our executive management team on the status of our cybersecurity program and any cybersecurity incidents.
Biggest changeGovernance : Our Chief Information Security Officer leads our cybersecurity program and is responsible for implementing and maintaining our cybersecurity controls and provides regular updates to the Audit Committee and our executive management team on the status of our cybersecurity program and any cybersecurity incidents.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeWe intend to file a registration statement with the SEC on Form S-8 in March 2025 providing for the registration of shares of our Class A Common Stock issued or reserved for issuance under the 2024 Plan.
Biggest changeWe filed with the SEC an effective registration statement on Form S-8 registering shares of our Class A Common Stock issued or reserved for issuance under the 2024 Plan.
As of the date of this Annual Report on Form 10-K, 12,369,358 shares are freely tradable without restriction or further registration under the Securities Act, and certain shares of Class A Common Stock held by our existing shareholders may also be sold in the public market in the future, subject to the restrictions in Rule 144 and Rule 701 under the Securities Act and the applicable lock-up agreements.
As of the date of this Annual Report on Form 10-K, 13,718,358 shares are freely tradable without restriction or further registration under the Securities Act, and certain shares of Class A Common Stock held by our existing shareholders may also be sold in the public market in the future, subject to the restrictions in Rule 144 and Rule 701 under the Securities Act and the applicable lock-up agreements.
The holders of our outstanding Class B Common Stock, which consist of our Chief Executive Officer and our Chief Financial Officer, beneficially own 76.63% of our outstanding capital stock and hold 91.96% of the voting power of our outstanding capital stock.
The holders of our outstanding Class B Common Stock, which consist of our Chief Executive Officer and our Chief Financial Officer, beneficially own 75.42% of our outstanding capital stock and hold 91.02% of the voting power of our outstanding capital stock.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeDividends We have never declared or paid any cash or other dividends or distributions on our Class A Common Stock. We currently intend to retain earnings, if any, to finance the growth and development of our business. We do not expect to pay any cash dividends on our common stock in the foreseeable future.
Biggest changeAs of March 25, 2026, there were 2 stockholders of record of our Class B Common Stock. Dividends We have never declared or paid any cash or other dividends or distributions on our Class A Common Stock. We currently intend to retain earnings, if any, to finance the growth and development of our business.
There has been no material change in the planned use of proceeds from our IPO from those disclosed in the Final Prospectus. No proceeds from our IPO were used for the year ended December 31, 2024. Issuer Purchases of Equity Securities None.
There has been no material change in the planned use of proceeds from our IPO from those disclosed in the Final Prospectus. No proceeds from our IPO were used for the years ended December 31, 2025 and 2024. Issuer Purchases of Equity Securities None.
Securities Authorized for Issuance under Equity Compensation Plans Information about our equity compensation plans is incorporated herein by reference to Item 12 of Part III of this annual report on Form 10-K.
Securities Authorized for Issuance under Equity Compensation Plans Information about our equity compensation plans is incorporated herein by reference to Item 12 of Part III of this annual report on Form 10-K. Recent Sales of Unregistered Securities None.
Use of Proceeds from Our Initial Public Offering On December 24, 2024, we closed our IPO of 2,300,000 shares of our Class A Common Stock at the price of $4.00 per share, resulting in net proceeds to us of $5.9 million after deducting underwriting discounts and commissions and offering expenses.
Use of Proceeds from Our Initial Public Offering On December 24, 2024, we closed our IPO of 2,300,000 shares of our Class A Common Stock, resulting in net proceeds to us of $5.9 million after deducting underwriting discounts and commissions and offering expenses.
All of the shares issued and sold in our IPO were registered under the Securities Act pursuant to a registration statement on Form S-1, as amended (File No. 333-281853), which was declared effective by the Securities and Exchange Commission on December 19, 2024. American Trust Investment Services, Inc. acted as representative of the underwriters.
All of the shares issued and sold in our IPO were registered under the Securities Act pursuant to a registration statement on Form S-1, as amended (File No. 333-281853), which was declared effective by the Securities and Exchange Commission on December 19, 2024.
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Market Information Our Class A common stock commenced trading on the Nasdaq Capital Market on December 23, 2024 under the symbol “HIT.” Holders As of March 17, 2025, there were 28 stockholders of record of our Class A Common Stock and 2 stockholders of record of our Class B Common Stock.
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Market Information Our Class A common stock commenced trading on the Nasdaq Capital Market on December 23, 2024 under the symbol “HIT.” Holders As of March 25, 2026, there were 42 stockholders of record of our Class A Common Stock, based upon information received from our transfer agent.
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Recent Sales of Unregistered Securities Under our equity compensation plans, 10,000 shares of restricted stock awards were granted to one employee during the fourth quarter 2024, with vesting conditions that require a certain duration of services.
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However, the number of holders of record does not reflect holders of shares in “street name” or persons, partnerships, associations, corporations or other entities identified in security position listings maintained by depository trust companies, and so we are unable to estimate the total number of shareholders represented by record holders.
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We paid the underwriters in aggregate approximately $1.0 million in underwriting commissions and incurred offering expenses of approximately $2.3 million. No payments for such expenses were made to our directors or officers or their associates, holders of 10% or more of any class of our equity securities, or to our affiliates.
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We do not expect to pay any cash dividends on our common stock in the foreseeable future.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeSee Note 3 Discontinued Operations to our consolidated financial statements included in this report for further detail. 41 Results of Operations The following table sets forth our consolidated statements of operations for the periods presented, both in absolute amount and as a percentage of our total revenues for the periods presented: Fiscal Year Ended December 31, 2024 % of revenue 2023 % of revenue Revenues Revenues from underwriting modeling (ICE) $ 6,649,271 34.1 % $ 8,226,852 43.0 % Revenues from fees 12,841,635 65.9 % 10,924,650 57.0 % SMR 9,849,300 50.5 % 8,085,596 42.2 % HI Card 2,992,335 15.4 % 2,839,054 14.8 % Total revenues 19,490,906 100.0 % 19,151,502 100.0 % Cost of revenues 4,051,439 20.8 % 2,303,911 12.0 % Gross profit $ 15,439,467 79.2 % $ 16,847,591 88.0 % Operating expenses Sales and marketing expenses 3,158,257 16.2 % 3,380,375 17.7 % General and administrative expenses 8,477,407 43.5 % 8,079,329 42.2 % Research and development expenses 2,813,899 14.4 % 2,004,796 10.5 % Total operating expenses 14,449,563 74.1 % 13,464,500 70.4 % Other income (expense): Interest income 122,885 0.6 % 40,857 0.2 % Interest expenses (495,000 ) (2.5 )% (2,052 ) (0.0 )% Other income 271,211 1.4 % % Total other income (expense), net (100,904 ) (0.5 )% 38,805 0.2 % Income before income tax expense $ 889,000 4.6 % $ 3,421,896 17.8 % Provision for income taxes (218,523 ) (1.1 )% (945,236 ) (4.9 )% Income from continuing operations, net of income taxes 670,477 3.5 % 2,476,660 12.9 % Income from discontinued operations, net of income taxes % 1,481,254 7.7 % Net income $ 670,477 3.5 % $ 3,957,914 20.6 % Net income attributable to noncontrolling interests $ % $ 1,481,254 7.7 % Net income attributable to common stockholders $ 670,477 3.5 % $ 2,476,660 12.9 % Other Financial Data: Adjusted EBITDA (1) $ 2,270,745 11.7 % $ 4,799,125 25.1 % (1) We define adjusted EBITDA as income from continuing operations, net of income taxes before net interest expense, taxes, and depreciation and amortization expense, adjusted to eliminate stock-based compensation expense and public company readiness costs deemed not capitalizable.
Biggest changeWe continually review the need for, and the adequacy of, valuation allowances, and recognize benefits from our deferred tax assets only when an analysis of both positive and negative factors indicates that it is more likely than not such benefits will be realized. 41 Results of Operations The following table sets forth our consolidated statements of operations for the periods presented, both in absolute amount and as a percentage of our total revenues for the periods presented: Fiscal Year Ended December 31, 2025 % of revenue 2024 % of revenue Revenues Revenues from underwriting modeling (ICE) $ 6,864,545 20.6 % $ 6,649,271 34.1 % Revenues from fees 26,462,966 79.4 % 12,841,635 65.9 % SMR 26,462,966 79.4 % 9,849,300 50.5 % HI Card % 2,992,335 15.4 % Total revenues 33,327,511 100.0 % 19,490,906 100.0 % Cost of revenues 12,389,783 37.2 % 4,051,439 20.8 % Gross profit $ 20,937,728 62.8 % $ 15,439,467 79.2 % Operating expenses Sales and marketing expenses 4,185,766 12.6 % 3,158,257 16.2 % General and administrative expenses 13,654,262 41.0 % 8,477,407 43.5 % Research and development expenses 1,569,262 4.7 % 2,813,899 14.4 % Total operating expenses 19,409,290 58.3 % 14,449,563 74.1 % Other income (expense): Interest income 409,922 1.2 % 122,885 0.6 % Interest expenses % (495,000 ) (2.5 )% Other income 118,399 0.4 % 271,211 1.4 % Other expense (382,587 ) (1.1 )% % Total other income (expense), net 145,734 0.5 % (100,904 ) (0.5 )% Income before income tax expense $ 1,674,172 5.0 % $ 889,000 4.6 % Provision for income taxes (395,330 ) (1.2 )% (218,523 ) (1.1 )% Net income $ 1,278,842 3.8 % $ 670,477 3.5 % Other Financial Data: Adjusted EBITDA (1) $ 4,112,833 12.3 % $ 2,270,745 11.7 % (1) We define adjusted EBITDA as net income before net interest expense, taxes and amortization expense, adjusted to eliminate stock-based compensation expense and provision for credit losses on other receivables.
Customizable Solutions: Beyond policy underwriting and sales, our marketplace offers customization of health benefits plans, vendors, claims, and network services. Brokers can select customized plans that suit their customers. Accessibility and Savings: We make self-funded benefits plan and stop loss insurance accessible online for small businesses.
Customizable Solutions: Beyond policy underwriting and sales, our marketplace offers customization of health benefits plans, vendors, claims, and network services. Brokers can select customized plans that suit their customers. Accessibility and Savings: We make self-funded benefits plan and stop loss insurance accessible online for businesses.
The fee varies depending on the type of program selected by the broker. SMR’s fees are paid by small employers. (ii) ICE develops and maintains all underwriting models. It defines risk criteria based on risk guidelines provided by carriers, manages underwriting of risk, manages claims activity, ensures reinsurance reporting, and handles monthly reinsurance filings.
The fee varies depending on the type of program selected by the broker. SMR’s fees are paid by employers. (ii) ICE develops and maintains all underwriting models. It defines risk criteria based on risk guidelines provided by carriers, manages underwriting of risk, manages claims activity, ensures reinsurance reporting, and handles monthly reinsurance filings.
Components of Operating Results Revenues While we generate our revenue primarily from small employers and insurance carriers, we grow our business primarily from offering solutions that streamline sales processes, enhance service delivery, and reduce the sales cycle duration for TPAs, MGUs, and Brokers. We offer our services through our three subsidiaries.
Components of Operating Results Revenues While we generate our revenue primarily from employers and insurance carriers, we grow our business primarily from offering solutions that streamline sales processes, enhance service delivery, and reduce the sales cycle duration for TPAs, MGUs, and Brokers. We offer our services through our three subsidiaries.
(i) SMR is a program manager specializing in customized self-funded benefits programs for small businesses. It creates health plans, selects networks and manages vendors, and sets up benefits plans on the marketplace, including benefits structures, coverage options, and provider networks. Licensed brokers log in to the marketplace to select and sell self-funded benefits plans to small businesses.
(i) SMR is a program manager specializing in customized self-funded benefits programs for businesses. It creates health plans, selects networks and manages vendors, and sets up benefits plans on the marketplace, including benefits structures, coverage options, and provider networks. Licensed brokers log in to the marketplace to select and sell self-funded benefits plans to businesses.
(iii) HI Card provides medical claims access data and claims negotiation for SMR’s program members who select such services and provides 24/7 accessibility to all incurred medical data for employees who enroll in the HI Card service. Accordingly, all of the revenue we generate from HI Card is from SMR’s program members, which are enrolled employees of the small employer.
(iii) HI Card provides medical claims access data and claims negotiation for SMR’s program members who select such services and provides 24/7 accessibility to all incurred medical data for employees who enroll in the HI Card service. Accordingly, all of the revenue we generate from HI Card is from SMR’s program members, which are enrolled employees of the employer.
Brokers that utilize the program services on behalf of the small employer provided by SMR and MGU activities provided by ICE, are not obligated to utilize our HI Card service. Currently ICE does not offer underwriting services as a standalone service. In the future, we may consider offering it as a standalone service.
Brokers that utilize the program services on behalf of the employer provided by SMR and MGU activities provided by ICE, are not obligated to utilize our HI Card service. Currently ICE does not offer underwriting services as a standalone service. In the future, we may consider offering it as a standalone service.
While we generate our revenue primarily from small employers and insurance carriers, we currently derive substantially all of our business through brokers, TPAs, and other third-party agents who provide referrals. As a result, the size of our network is critical to our success.
While we generate our revenue primarily from employers and insurance carriers, we currently derive substantially all of our business through brokers, TPAs, and other third-party agents who provide referrals. As a result, the size of our network is critical to our success.
The revenue generated from HI Card is derived from a set fee charged per enrolled employee (EE) per month (PEPM). The fee may vary depending on services or the network selected by the broker. Brokers are not obligated to utilize the HI Card service for the small employers.
The revenue generated from HI Card is derived from a set fee charged per enrolled employee (EE) per month (PEPM). The fee may vary depending on services or the network selected by the broker. Brokers are not obligated to utilize the HI Card service for the employers.
We aim to deliver meaningful cost savings for low-risk, small employers with comparatively healthy employees through a digital medical underwriting process. We seek to deliver time savings for employers, brokers, TPAs, and carriers, by leveraging both external and internally developed technology.
We aim to deliver meaningful cost savings for low-risk employers with comparatively healthy employees through a digital medical underwriting process. We seek to deliver time savings for employers, brokers, TPAs, and carriers, by leveraging both external and internally developed technology.
Cash provided by operating activities for the year ended December 31, 2024, principally resulted from our income from continuing operations, net of income taxes $0.7 million, $1.3 million in adjustments for non-cash items primarily related to amortization, amortization of debt discount and stock-based compensation expense, and $0.2 million of cash provided by changes in working capital, including a decrease in accounts receivable of $0.6 million, a decrease in other receivables of $1.2 million, an increase in prepaid expenses and other current assets of $0.5 million, a decrease in accounts payable and accrued expenses of $0.9 million and a decrease in income taxes payable of $0.2 million.
Cash provided by operating activities for the year ended December 31, 2024, principally resulted from our net income of $0.7 million, $1.3 million in adjustments for non-cash items primarily related to amortization, amortization of debt discount and stock-based compensation expense, and $0.2 million of cash provided by changes in working capital, including a decrease in accounts receivable of $0.6 million, a decrease in other receivables of $1.2 million, an increase in prepaid expenses and other current assets of $0.5 million, a decrease in accounts payable and accrued expenses of $0.9 million and a decrease in income taxes payable of $0.2 million.
Our cash and cash equivalents as of December 31, 2024 were held in order to fund our working capital needs. We do not enter into investments for trading or speculative purposes. Our policy is to invest any cash in excess of our immediate requirements in investments designed to preserve the principal balance and provide liquidity.
Our cash and cash equivalents as of December 31, 2025 were held in order to fund our working capital needs. We do not enter into investments for trading or speculative purposes. Our policy is to invest any cash in excess of our immediate requirements in investments designed to preserve the principal balance and provide liquidity.
References herein to emerging growth company will have the meaning associated with it in the JOBS Act. 48
References herein to emerging growth company will have the meaning associated with it in the JOBS Act.
In addition, we continued to maintain profitability while driving revenue growth of 2% year over year from fiscal year 2023 to fiscal year 2024. We currently generate most of our revenue from service fees and underwriting fees, that are associated with customers who purchase self-funded benefits plans and stop loss insurance.
In addition, we continued to maintain profitability while driving revenue growth of 71% year over year from fiscal year 2024 to fiscal year 2025. We currently generate most of our revenue from service fees and underwriting fees, that are associated with customers who purchase self-funded benefits plans and stop loss insurance.
By removing friction and complexities, we streamline the underwriting, sales and service process for insurance companies, licensed brokers, and TPAs. Marketplace: We are a health insurance marketplace where insurance companies can list various stop-loss policy options for self-funded benefits plans.
By removing friction and complexities, we streamline the underwriting, sales and service process for insurance companies, licensed brokers, Managing General Underwriters (MGUs) and TPAs. Marketplace: We are a health insurance marketplace where insurance companies can list various stop-loss policy options for self-funded benefits plans.
See “Item 1A. Risk Factors Risks Related to our Business and Industry” for additional information on the risks associated with our service offerings. Sales and marketing expenses Sales and marketing expenses primarily consist of personnel-related costs including salaries, benefits and commissions cost for our sales and marketing personnel.
See “Item 1A. Risk Factors Risks Related to our Business and Industry” for additional information on the risks associated with our service offerings. Sales and marketing expenses Sales and marketing expenses primarily consist of personnel-related costs including salaries, stock-based compensation expense, benefits and commissions cost for our sales and marketing personnel.
Our service fee is billed to such business customers on a per enrolled employee (EE) per month (PEPM) basis, which ranges from $2 to $35 based on selected services for each small business, and our underwriting revenue is a percentage of monthly premium paid on a PEPM basis.
Our service fee is billed to such business customers on a per enrolled employee (EE) per month (PEPM) basis, which ranges from $2 to $50 based on selected services and generates underwriting revenue as a percentage of the monthly premium paid on a PEPM basis.
Please refer to Summary Consolidated Financial Data Adjusted EBITDA” in this Report for a discussion of the limitations of adjusted EBITDA and reconciliations of adjusted EBITDA to income from continuing operations, net of income taxes, the most comparable GAAP measurements, respectively, for the years ended December 31, 202 4 and 2023.
Please refer to Summary Consolidated Financial Data Adjusted EBITDA” in this Report for a discussion of the limitations of adjusted EBITDA and reconciliations of adjusted EBITDA to net income, the most comparable GAAP measurements, respectively, for the years ended December 31, 2025 and 2024.
As a percentage of revenue, cost of revenues increased to 20.8% for the year ended December 31, 2024, from 12.0% for the same period in 2023.
As a percentage of revenue, cost of revenues increased to 37.2% for the year ended December 31, 2025, from 20.8% for the same period in 2024.
HI Card’s fees are paid by small employers. 40 The following table sets forth the components of our revenues by subsidiaries and percentages of our total revenues for the periods presented: Fiscal Year Ended December 31, 2024 % of revenue 2023 % of revenue Revenues Revenues from underwriting modeling (ICE) $ 6,649,271 34.1 % $ 8,226,852 43.0 % Revenues from fees 12,841,635 65.9 % 10,924,650 57.0 % SMR 9,849,300 50.5 % 8,085,596 42.2 % HI Card 2,992,335 15.4 % 2,839,054 14.8 % Total revenues 19,490,906 100.0 % 19,151,502 100.0 % Cost of revenues Cost of revenues primarily consists of infrastructure costs to operate our platform such as hosting fees and fees paid to various third-party partners for access to their technology, services and amortization expenses of our capitalized internal-use software related to our platform.
HI Card’s fees are paid by employers. 40 The following table sets forth the components of our revenues by subsidiaries and percentages of our total revenues for the periods presented: Fiscal Year Ended December 31, 2025 % of revenue 2024 % of revenue Revenues Revenues from underwriting modeling (ICE) $ 6,864,545 20.6 % $ 6,649,271 34.1 % Revenues from fees 26,462,966 79.4 % 12,841,635 65.9 % SMR 26,462,966 79.4 % 9,849,300 50.5 % HI Card % 2,992,335 15.4 % Total revenues 33,327,511 100.0 % 19,490,906 100.0 % Cost of revenues Cost of revenues primarily consists of infrastructure costs to operate our platform such as hosting fees and fees paid to various third-party partners for access to their technology, services and amortization expenses of our capitalized internal-use software related to our platform.
Investing Activities Cash used in investing activities decreased by $1.1 million to $0.8 million for the year ended December 31, 2024, compared to $1.9 million for the year ended December 31, 2023.
Investing Activities Cash used in investing activities increased by $2.3 million to $3.1 million for the year ended December 31, 2025, compared to $0.8 million for the year ended December 31, 2024.
Cash provided by operating activities for the year ended December 31, 2023 principally resulted from our income from continuing operations, net of income taxes $2.5 million, $0.5 million in adjustments for non-cash items primarily related to amortization and deferred tax expenses, and offset by $1.5 million of cash used to fund changes in working capital, including an increase in accounts receivable of $1.3 million, an increase in other receivables of $1.7 million, a decrease in due to discontinued operations of $0.7 million and an increase in accounts payable and accrued expenses of $2.1 million.
Cash provided by operating activities for the year ended December 31, 2025, principally resulted from our net income of $1.3 million, $7.0 million in adjustments for non-cash items primarily related to amortization, provision for refund liability and stock-based compensation expense, and offset by $5.2 million of cash used to fund changes in working capital, including a decrease in accounts receivable of $0.9 million, an increase in other receivables for Deferred Administrative Surplus of $3.3 million, an increase in prepaid expenses and other assets of $2.0 million, an increase in accounts payable and accrued expenses of $2.4 million, a decrease in income taxes payable of $0.2 million and a decrease in other current liabilities of $3.0 million.
JOBS Act We are an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012, or the JOBS Act. Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies.
Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies.
As of December 31, 2024, we had clients in 41 states, with our services and platforms actively utilized by 417 brokers, 11 Third-Party Administrators (TPAs), and 212 additional third-party agencies. Our stop loss insurance policies for self-funded benefits plans were sold to 890 business clients with 18,348 employees.
As of December 31, 2025, we had clients in 40 states, with our services and platforms actively utilized by 583 brokers, 12 Third-Party Administrators (TPAs), and 263 additional third-party agencies. Our stop loss insurance policies for self-funded benefits plans were sold to 795 business clients with 22,515 employees.
Summary of Cash Flows Continuing Business Fiscal Year Ended December 31, 2024 2023 Cash provided by (used in): Operating activities $ 2,176,209 $ 1,484,527 Investing activities (836,755 ) (1,944,361 ) Financing activities 4,093,444 1,388,231 Increase in cash and cash equivalents $ 5,432,898 $ 928,397 Operating Activities Net cash provided by operating activities increased by $0.7 million to $2.2 million for the year ended December 31, 2024, compared to $1.5 million for the same period in 2023, primarily due to process improvements and the automation of our accounts receivable (AR) system.
Summary of Cash Flows Fiscal Year Ended December 31, 2025 2024 Cash provided by (used in): Operating activities $ 3,133,813 $ 2,176,209 Investing activities (3,125,921 ) (836,755 ) Financing activities (187,386 ) 4,093,444 Increase (Decrease) in cash and cash equivalents $ (179,494 ) $ 5,432,898 Operating Activities Net cash provided by operating activities increased by $0.9 million to $3.1 million for the year ended December 31, 2025, compared to $2.2 million for the same period in 2024, primarily due to the growth in revenues, process improvements and the automation of our accounts receivable (AR) system.
Cost of revenues Fiscal Year Ended December 31, 2024 2023 Period-to-Period Change Amount Percentage of Revenue Amount Percentage of Revenue Amount Percentage of Revenue Cost of revenues 4,051,439 20.8 % 2,303,911 12.0 % 1,747,528 8.8 % Cost of revenues increased by $1.7 million to $4.0 million for the year ended December 31, 2024, from $2.3 million for the year ended December 31, 2023.
Cost of revenues Fiscal Year Ended December 31, 2025 2024 Period-to-Period Change Amount Percentage of Revenue Amount Percentage of Revenue Amount Percentage of Revenue Cost of revenues 12,389,783 37.2 % 4,051,439 20.8 % 8,338,344 16.4 % Cost of revenues increased by $8.4 million to $12.4 million for the year ended December 31, 2025, from $4.0 million for the year ended December 31, 2024.
This decrease was primarily due to the higher operating expenses mainly driven by the increase in experienced high caliber managers. 46 Liquidity and Capital Resources Sources of Liquidity To date, we have funded our operations primarily through cash from operating activities, short-term loans, our IPO completed in December 2024, and our issuance of Series A Convertible Preferred Stock for $2 million to an institutional investor, which was converted in to shares of Class A Common Stock in August 2023 on a one for one basis.
The increase in adjusted EBITDA was primarily attributable to robust revenue growth, driven by strong demand for our new product offerings facilitated by continued channel expansion through brokers, TPAs, and agencies. 46 Liquidity and Capital Resources Sources of Liquidity To date, we have funded our operations primarily through cash from operating activities, short-term loans, our IPO completed in December 2024, and our issuance of Series A Convertible Preferred Stock for $2 million to an institutional investor, which was converted into shares of Class A Common Stock in August 2023 on a one for one basis.
Provision for income taxes Fiscal Year Ended December 31, 2024 2023 Period-to-Period Change Amount Percentage of Revenue Amount Percentage of Revenue Amount Percentage of Revenue Provision for income taxes (218,523 ) (1.1 )% (945,236 ) (4.9 )% 726,713 3.8 % Provision for income taxes decreased by $0.7 million to $0.2 million for the year ended December 31, 2024, from $0.9 million for the year ended December 31, 2023.
Provision for income taxes Fiscal Year Ended December 31, 2025 2024 Period-to-Period Change Amount Percentage of Revenue Amount Percentage of Revenue Amount Percentage of Revenue Provision for income taxes (395,330 ) (1.2 )% (218,523 ) (1.1 )% (176,807 ) (0.1 )% Provision for income taxes increased by $0.2 million to $0.4 million for the year ended December 31, 2025, from $0.2 million for the year ended December 31, 2024.
Adjusted EBITDA Adjusted EBITDA represents our earnings from continuing operations before net interest expense, taxes, and depreciation and amortization expense, adjusted to eliminate stock-based compensation expense and public company readiness costs not deemed capitalizable. Adjusted EBITDA is not a measure calculated in accordance with United States Generally Accepted Accounting Principles, or GAAP.
Adjusted EBITDA Adjusted EBITDA represents our net income before net interest expense, taxes and amortization expense, adjusted to eliminate stock-based compensation and provision for credit losses on other receivables. Adjusted EBITDA is not a measure calculated in accordance with United States Generally Accepted Accounting Principles, or GAAP.
Adjusted EBITDA Fiscal Year Ended December 31, 2024 2023 Period-to-Period Change Amount Percentage of Revenue Amount Percentage of Revenue Amount Percentage of Revenue Adjusted EBITDA 2,270,745 11.7 % 4,799,125 25.1 % (2,528,380 ) (13.4 )% Adjusted EBITDA decreased by $2.5 million to $2.3 million for the year ended December 31, 2024, from $4.8 million for the year ended December 31, 2023.
Adjusted EBITDA Fiscal Year Ended December 31, 2025 2024 Period-to-Period Change Amount Percentage of Revenue Amount Percentage of Revenue Amount Percentage of Revenue Adjusted EBITDA 4,112,833 12.3 % 2,270,745 11.7 % 1,842,088 0.6 % Adjusted EBITDA increased by $1.8 million to $4.1 million for the year ended December 31, 2025, from $2.3 million for the year ended December 31, 2024.
As a percentage of revenue, adjusted EBITDA decreased to 11.7% for the year ended December 31, 2024, from 25.1% for the same period in 2023.
As a percentage of revenue, adjusted EBITDA was 12.3% for the year ended December 31, 2025, representing a modest increase compared to 11.7% for the same period in 2024.
These metrics help us develop and refine our growth strategies and make strategic decisions. We discuss revenues, cost of revenues, and the components of operating expenses. We utilize other key metrics as described below. Number of Enrolled Employees (EEs) Medical Health Plan Billed Our primary customers are small businesses, which can have anywhere from 5 to 150 employees.
These metrics help us develop and refine our growth strategies and make strategic decisions. We discuss revenues, cost of revenues, and the components of operating expenses. We utilize other key metrics as described below.
The accounts receivable turnover period for the year ended December 31, 2024 was 29 days, representing a 13-day reduction from 42 days for the year ended December 31, 2023. Other receivables As of December 31, 2024, the balance of other receivables decreased by $1,180,848 to $500,252, from $1,681,100 as of December 31, 2023.
The accounts receivable turnover period for the year ended December 31, 2025 was 14 days, representing a 15-day reduction from 29 days for the year ended December 31, 2024. Other receivables, net As of December 31, 2025, the net other receivables increased by $2,967,562 to $3,467,814, from $500,252 as of December 31, 2024.
Please refer to our Consolidated Statements of Changes in Stockholders’ Equity for additional information.
This increase was mainly attributable to our net income and stock-based compensation. Please refer to our Consolidated Statements of Changes in Stockholders’ Equity for additional information.
Research and development expenses Research and development expenses primarily consist of personnel-related costs, including salaries and benefits for our research and development personnel. Additional expenses include costs related to the software development, quality assurance, and testing of new technology, and enhancement of our existing platform technology.
Research and development expenses Research and development expenses primarily consist of personnel-related costs, including salaries, stock-based compensation expense and benefits for our research and development personnel. Additional expenses include costs related to research, design, and preliminary planning of new technology, as well as routine maintenance of its existing platform.
As a percentage of revenue, general and administrative expenses increased to 43.5% for the year ended December 31, 2024, from 42.2% for the same period in 2023. We bifurcate general and administrative expenses as follows: Administrative division The administrative division mainly represents payroll and benefits expenses incurred related to Executives, Human Resources, Accounting, and Finance related personnel.
Administrative division The administrative division mainly represents payroll, stock-based compensation expense and benefits expenses incurred related to Executives, Human Resources, Accounting, and Finance related personnel. General and administrative expenses increased by $5.2 million to $13.7 million for the year ended December 31, 2025, from $8.5 million for the year ended December 31, 2024.
Accounts receivable, net As of December 31, 2024, the balance of accounts receivable decreased by $588,563 to $1,647,103, from $2,235,666 as of December 31, 2023. This decrease was mainly attributable to process improvements and the automation of our accounts receivable (AR) system.
Accounts receivable, net As of December 31, 2025, the net accounts receivable decreased by $890,815 to $756,288, from $1,647,103 as of December 31, 2024. This reduction mainly resulted from process enhancements and automation of our accounts receivable (AR) process.
See Adjusted EBITDA below for more information and for a reconciliation of adjusted EBITDA to income from continuing operations, net of income taxes, the most directly comparable financial measure calculated and presented in accordance with GAAP. 42 Adjusted EBITDA Fiscal Year Ended December 31, 2024 2023 Reconciliation from Income from Continuing Operations, Net of Income Taxes to Adjusted EBITDA: Income from continuing operations, net of income taxes $ 670,477 $ 2,476,660 Interest (income) expenses 372,115 (38,805 ) Depreciation and amortization 541,141 339,300 Income tax expense 218,523 945,236 Stock-based compensation expense 468,489 Public company readiness costs deemed not capitalizable 1,076,734 Total net adjustments 1,600,268 2,322,465 Adjusted EBITDA $ 2,270,745 $ 4,799,125 Consolidated Balance Sheet Data December 31, 2024 2023 Cash and cash equivalents $ 7,849,248 $ 2,416,350 Accounts receivable, net 1,647,103 2,235,666 Other receivables 500,252 1,681,100 Software 3,962,461 3,561,385 Total assets 15,768,489 11,503,292 Total liabilities 2,599,461 5,410,066 Total stockholders’ equity 13,169,028 6,093,226 Cash and cash equivalents As of December 31, 2024, the balance of cash and cash equivalents increased by $5,432,898 to $7,849,248, from $2,416,350 as of December 31, 2023.
See Adjusted EBITDA below for more information and for a reconciliation of adjusted EBITDA to net income, the most directly comparable financial measure calculated and presented in accordance with GAAP. 42 Adjusted EBITDA Fiscal Year Ended December 31, 2025 2024 Reconciliation from Net Income to Adjusted EBITDA: Net income $ 1,278,842 $ 670,477 Interest (income) expenses (409,922 ) 372,115 Amortization expense 900,577 541,141 Income tax expense 395,330 218,523 Stock-based compensation expense 1,570,419 468,489 Provision for credit losses on other receivables 377,587 Total net adjustments 2,833,991 1,600,268 Adjusted EBITDA $ 4,112,833 $ 2,270,745 Consolidated Balance Sheet Data December 31, 2025 2024 Cash and cash equivalents $ 7,669,754 $ 7,849,248 Accounts receivable, net 756,288 1,647,103 Other receivables, net 3,467,814 500,252 Software 6,530,894 3,962,461 Total assets 23,089,961 15,768,489 Total liabilities 5,977,896 2,599,461 Total stockholders’ equity 17,112,065 13,169,028 Cash and cash equivalents As of December 31, 2025, the balance of cash and cash equivalents was $7,669,754, remaining relatively stable compared to $7,849,248 as of December 31, 2024.
As a percentage of revenue, sales and marketing expenses decreased to 16.2% for the year ended December 31, 2024, compared to 17.7% for the same period in 2023.
However, as a percentage of revenue, general and administrative expenses decreased to 41.0% for the year ended December 31, 2025, from 43.5% for the same period in 2024.
Comparison of Years Ended December 31, 2024 and 2023 Revenues Fiscal Year Ended December 31, 2024 2023 Period-to-Period Change Amount Percentage of Revenue Amount Percentage of Revenue Amount Percentage Revenues from underwriting modeling (ICE) 6,649,271 34.1 % 8,226,852 43.0 % (1,577,581 ) (19.2 )% Revenues from fees 12,841,635 65.9 % 10,924,650 57.0 % 1,916,985 17.5 % SMR 9,849,300 50.5 % 8,085,596 42.2 % 1,763,704 21.8 % HI Card 2,992,335 15.4 % 2,839,054 14.8 % 153,281 5.4 % Total revenues 19,490,906 100.0 % 19,151,502 100.0 % 339,404 1.8 % Revenues increased by $0.3 million, or 1.8%, to $19.5 million for the year ended December 31, 2024, from $19.2 million for the year ended December 31, 2023.
Comparison of the Years Ended December 31, 2025 and 2024 Revenues Fiscal Year Ended December 31, 2025 2024 Period-to-Period Change Amount Percentage of Revenue Amount Percentage of Revenue Amount Percentage Revenues from underwriting modeling (ICE) 6,864,545 20.6 % 6,649,271 34.1 % 215,274 3.2 % Revenues from fees 26,462,966 79.4 % 12,841,635 65.9 % 13,621,331 106.1 % SMR 26,462,966 79.4 % 9,849,300 50.5 % 16,613,666 168.7 % HI Card % 2,992,335 15.4 % (2,992,335 ) (100.0 )% Total revenues 33,327,511 100.0 % 19,490,906 100.0 % 13,836,605 71.0 % Revenues increased by $13.8 million, or 71.0%, to $33.3 million for the year ended December 31, 2025, from $19.5 million for the year ended December 31, 2024.
Licensed brokers registered on our platform can log in, upload certain required information, select policy plans, obtain a bindable quote and sell them to small businesses. In most cases, our technology enables us to medically underwrite insurance policies and produce bindable quotes within about two minutes, allowing us to deliver an integrated and seamless sales cycle.
Licensed brokers registered on our platform can log in, upload certain required information, select policy plans, obtain a bindable quote and sell them to businesses.
This increase was mainly attributable to a $927,868 investment in new software development and a $14,349 increase in completed existing software, partially offset by a $541,141 increase in accumulated amortization for the year ended December 31, 2024.
This increase was mainly attributable to a $3,469,010 investment in the expansion of eDIYBS systems and new software development, partially offset by a $900,577 increase in accumulated amortization for the year ended December 31, 2025. The expansion of eDIYBS systems to serve large size employers was completed in September 2025 .
Net cash provided by financing activities for the year ended December 31, 2023 principally resulted from $1.7 million in proceeds from short-term loans and partially offset by $0.3 million in payments of deferred offering costs. Contractual Obligations and Commitments Our principal commitments consist of obligations under our non-cancellable lease for our office.
Cash used in financing activities for the year ended December 31, 2024 consisted primarily of $2.0 million payments of deferred offering costs and $2.1 million repayments of notes payable. Contractual Obligations and Commitments Our principal commitments consist of obligations under our non-cancellable lease for our office. The following table summarizes the contractual obligation as of December 31, 2025.
We adopted this standard effective January 1, 2024 using a retrospective method. We do not believe that any other recently issued but not yet effective accounting pronouncements are expected to have a material effect on our consolidated financial statements.
We do not believe that any other recently issued but not yet effective accounting pronouncements are expected to have a material effect on our consolidated financial statements. 48 JOBS Act We are an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012, or the JOBS Act.
This decrease was mainly attributable to the collection of $1,269,595 from Deferred Administrative Surplus for the year ended December 31, 2024. 43 Software As of December 31, 2024, the balance of software increased by $401,076 to $3,962,461, from $3,561,385 as of December 31, 2023.
This increase was mainly attributable to the purchase of Deferred Administrative Surplus for $3,481,684 on March 18, 2025. 43 Software As of December 31, 2025, the balance of software increased by $2,568,433 to $6,530,894, from $3,962,461 as of December 31, 2024.
Income from discontinued operations, net of income taxes Fiscal Year Ended December 31, 2024 2023 Period-to-Period Change Amount Percentage of Revenue Amount Percentage of Revenue Amount Percentage of Revenue Income from discontinued operations, net of income taxes % 1,481,254 7.7 % (1,481,254 ) (7.7 )% Income from discontinued operations, net of income taxes, was $1.5 million for the year ended December 31, 2023.
Income before income tax expense Fiscal Year Ended December 31, 2025 2024 Period-to-Period Change Amount Percentage of Revenue Amount Percentage of Revenue Amount Percentage of Revenue Income before income tax expense 1,674,172 5.0 % 889,000 4.6 % 785,172 0.4 % Income before income tax expense increased by $0.8 million to $1.7 million for the year ended December 31, 2025, from $0.9 million for the year ended December 31, 2024.
The following table sets forth the number of EEs billed for the periods indicated: Fiscal Year Ended December 31, Period-to-Period Change 2024 2023 EEs Percentage Number of EEs billed (End of period) 18,348 21,213 (2,865 ) (14 )% 39 In 2024, we diversified the stop loss policies offering, by adding new carriers.
The following table sets forth the number of EEs billed for the periods indicated: Fiscal Year Ended December 31, Period-to-Period Change 2025 2024 EEs Percentage Number of EEs billed (End of period) 22,515 18,348 4,167 23 % 39 As of December 31, 2025, the number of enrolled employees reached 22,515, representing a 23% increase from 18,348 in the same period of 2024.
The increase was primarily driven by $8.2 million in net proceeds from the issuance of Class A common stock in connection with our IPO. However, this was partially offset by $2.0 million in payments of deferred offering cost and $2.1 million in repayments of notes payable.
The decrease was primarily driven by $8.2 million in proceeds from the issuance of Class A common stock in connection with our IPO during 2024, net of underwriting discounts and commissions. Cash used in financing activities for the year ended December 31, 2025 consisted primarily of payments of deferred offering costs for our public offering.
Offsetting these increases, public company readiness costs not deemed capitalizable decreased by approximate $1.1 million in 2024, as a significant portion of our public company preparation work was completed in 2023. 45 Research and development expenses Fiscal Year Ended December 31, 2024 2023 Period-to-Period Change Amount Percentage of Revenue Amount Percentage of Revenue Amount Percentage of Revenue Research and development expenses 2,813,899 14.4 % 2,004,796 10.5 % 809,103 3.9 % Research and development expenses increased by $0.8 million to $2.8 million for the year ended December 31, 2024, from $2.0 million for the year ended December 31, 2023.
This decrease was primarily attributable to the improved operating leverage in our operations division, which was partially offset by increased expenses associated with being a public company. 45 Research and development expenses Fiscal Year Ended December 31, 2025 2024 Period-to-Period Change Amount Percentage of Revenue Amount Percentage of Revenue Amount Percentage of Revenue Research and development expenses 1,569,262 4.7 % 2,813,899 14.4 % (1,244,637 ) (9.7 )% Research and development expenses that are not associated with software developments decreased by $1.2 million to $1.6 million for the year ended December 31, 2025, from $2.8 million for the year ended December 31, 2024.
The primary use of cash used in investing activities in 2024 were related to the development of our internal-use software, reflecting our continued investment in enhancing all our technology platforms.
The primary use of cash used in investing activities in 2025 and 2024 was related to the development of our proprietary AI-enabled platform, reflecting our continued investment in enhancing all our technology platforms. 47 Financing Activities Net cash used in financing activities was $0.2 million for the year ended December 31, 2025, compared to $4.1 million of net cash provided by financing activities for the year ended December 31, 2024.
As a percentage of revenue, research and development expenses increased to 14.4% for the year ended December 31, 2024, compared to 10.5% for the same period in 2023. This increase was primarily attributable to the increase in personnel-related costs related to IT compliance, IT information security and new product service research and development.
As a percentage of revenue, research and development expenses decreased to 4.7% for the year ended December 31, 2025, compared to 14.4% for the same period in 2024. The costs associated with software developments that are capitalized increased by $1.7 million to $2.1 million for the year ended December 31, 2025, from $0.4 million for the same period in 2024.
These plans are facilitated through a network of brokers, TPAs, MGUs, carriers, and other third-party agents. These agencies either directly engage our services or provide valuable client referrals. Roscommon Insurance Company (“Roscommon”) and Roscommon Captive Management LLC, the self-insurance carrier business, previously owned by our Chief Executive Officer, Mr.
These plans are facilitated through a network of brokers, TPAs, MGUs, carriers, and other third-party agents. These agencies either directly engage our services or provide valuable client referrals. Recent Developments Engaged Amazon Web Services (AWS) Advanced Tier Services Partner Ciklum to accelerate development of Health In Tech’s AI-Driven InsurTech platform.
Sales and marketing expenses Fiscal Year Ended December 31, 2024 2023 Period-to-Period Change Amount Percentage of Revenue Amount Percentage of Revenue Amount Percentage of Revenue Sales and marketing expenses 3,158,257 16.2 % 3,380,375 17.7 % (222,118 ) (1.5 )% Sales and marketing expense decreased by 0.2 million to $3.2 million for the year ended December 31, 2024, compared to 3.4 million for the year ended December 31, 2023.
The increase was primarily attributable to higher captive management fees related to the new products and new channels launched in July 2024, as we continued to expand our business scale. 44 Sales and marketing expenses Fiscal Year Ended December 31, 2025 2024 Period-to-Period Change Amount Percentage of Revenue Amount Percentage of Revenue Amount Percentage of Revenue Sales and marketing expenses 4,185,766 12.6 % 3,158,257 16.2 % 1,027,509 (3.6 )% Sales and marketing expenses increased by 1.0 million to $4.2 million for the year ended December 31, 2025, compared to $3.2 million for the year ended December 31, 2024.
Total liabilities As of December 31, 2024, the balance of total liabilities decreased by $2,810,605 to $2,599,461, from $5,410,066 as of December 31, 2023.
Total liabilities As of December 31, 2025, the balance of total liabilities increased by $3,378,435 to $5,977,896, from $2,599,461 as of December 31, 2024. This increase was driven by the higher accounts payable and accrued expenses reflecting the expansion of our business scale.
General and administrative expenses Fiscal Year Ended December 31, 2024 2023 Period-to-Period Change Amount Percentage of Revenue Amount Percentage of Revenue Amount Percentage of Revenue General and administrative expenses: Operations division 4,380,589 22.5 % 3,262,253 17.0 % 1,118,336 5.5 % Administrative division 4,096,818 21.0 % 3,740,342 19.6 % 356,476 1.4 % Public company readiness costs not deemed capitalizable % 1,076,734 5.6 % (1,076,734 ) (5.6 )% Total General and administrative expenses 8,477,407 43.5 % 8,079,329 42.2 % 398,078 1.3 % General and administrative expenses increased by $0.4 million to $8.5 million for the year ended December 31, 2024, from $8.1 million for the year ended December 31, 2023.
General and administrative expenses Fiscal Year Ended December 31, 2025 2024 Period-to-Period Change Amount Percentage of Revenue Amount Percentage of Revenue Amount Percentage of Revenue General and administrative expenses: Operations division 5,253,471 15.8 % 4,380,589 22.5 % 872,882 (6.7 )% Administrative division 8,400,791 25.2 % 4,096,818 21.0 % 4,303,973 4.2 % Total General and administrative expenses 13,654,262 41.0 % 8,477,407 43.5 % 5,176,855 (2.5 )% We bifurcate general and administrative expenses as follows: Operations division The operations division mainly consists of payroll, stock-based compensation expense and benefits expenses incurred related to our underwriting, claims management, operations development, enrollment, nursing and strategic program development personnel.
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Tim Johnson, was sold to an unrelated party at the end of May 2023. This move allows the CEO to dedicate his undivided attention to driving accelerated growth and continuing development within Health In Tech. Recent Developments Initial Public Offering On December 24, 2024, we completed our initial public offering (the “IPO”) of 2,300,000 shares of Class A common stock.
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In most cases, our technology enables us to medically underwrite insurance policies and produce bindable quotes within about two minutes for small employers (10-100 employees) and about two weeks for larger employers (exceeding 100 employees), allowing us to deliver an integrated and seamless sales cycle.
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The total gross proceeds received from the IPO was $9.2 million before deducting underwriting discounts and commissions. Key Factors Affecting our Performance Our ability to retain and expand our network of brokers, TPAs, MGUs and other third-party agents.
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Appointed former SAP and IBM executive Sri Rajagopalan as Chief Technology Officer to advance AI-driven Enterprise-Grade platform growth. Appointed five-time founder Zain Hasan as Chief Growth Officer to accelerate revenue growth and scale distribution. Introduced 100+ Pre-Configured Stop-Loss Self-funded Healthcare plans for employers, streamlining the renewal process and reducing cycle times.
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By December 31, 2024, 11,937 EEs were covered by A-rated stop-loss policies, representing an increase of 5,563 EEs compared to 6,374 EEs that were covered by A-rated stop-loss policies as of December 31, 2023.
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Hosted the inaugural independent hitDavos InsurTech Summit during World Economic Forum Week 2026, driving brand visibility and global leadership engagement across the government, technology, healthcare, and finance sectors. Key Factors Affecting our Performance Our ability to retain and expand our network of brokers, TPAs, MGUs and other third-party agents.
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Small businesses that preferred A-rated carriers generally demonstrated stronger performance and were willing to pay higher program fees for better medical network coverage and enhanced health benefits. Despite a temporary 14% reduction in employee counts, we achieved a 2% increase in revenues during the year ended December 31, 2024.
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Number of Enrolled Employees (EEs) Medical Health Plan Billed Our primary customer base consists of small business with 10 to 100 employees, and we have expanded to include businesses with more than 100 employees.
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We continually review the need for, and the adequacy of, valuation allowances, and recognize benefits from our deferred tax assets only when an analysis of both positive and negative factors indicates that it is more likely than not such benefits will be realized.
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This growth reflects strong market demand and the expanded adoption of our self-funded health plan solutions facilitated by continued channel expansion through brokers, TPAs and agencies, and expansion to large employers market.
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Income from discontinued operations, net of income taxes At the end of May 2023 (the “Closing Date”), the Company’s Chief Executive Officer (“CEO”) completed the sale of the Carrier (Roscommon and Roscommon Captive Management Company) for $500,000. Subsequent to this date, we have had no significant involvement in the operations of Carrier, which is now controlled by an independent third-party.
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Notably, we achieved revenue growth of 71% year over year from fiscal year 2024 to fiscal year 2025, which led to higher liabilities in line with operational growth. Total stockholders’ equity As of December 31, 2025, the balance of total stockholders’ equity increased by $3,943,037 to $17,112,065, from $13,169,028 as of December 31, 2024.
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Beginning in June 2023, Carrier’s historical financial results for periods prior to the Closing Date have been reflected in our consolidated statements of operations, retrospectively, as discontinued operations.
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This growth was primarily driven by continued channel expansion through brokers, TPAs and agencies, and expansion to large employers market . Total billable enrolled employees increased 23% year over year to 22,515 as of December 31, 2025, compared to 18,348 in the same prior last year.
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This increase was mainly attributable to $4,093,444 provided by financing activities. On December 24, 2024, we completed our IPO of 2,300,000 shares of Class A common stock. Please refer to “ Liquidity and Capital Resources ” for additional information.
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As the services provided by SMR and ICE are delivered as an interdependent and integrated solution, we evaluate their performance based on the total revenues generated. Revenues from underwriting modeling generated from ICE increased 3.2% to $6.9 million, compared to $6.6 million for the same period in 2024, reflecting expanding adoption of our solutions.
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This decrease was mainly attributable to the reduction in accounts payable and accrued expenses, resulting from a $1,650,000 payment made in January 2024 for the purchase of Deferred Administrative Surplus, as well as the full repayment of notes payable with a $1,650,000 principal upon maturity in September 2024.
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Revenues from fees generated from SMR increased 106.1% to $26.5 million, compared to $12.8 million for the same period in 2024. Revenues from fees continue to outpace revenues from underwriting modeling as more employers prioritize higher-quality coverage and enhanced service offerings.
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Total stockholders’ equity As of December 31, 2024, the balance of total stockholders’ equity increased by $7,075,802 to $13,169,028, from $6,093,226 as of December 31, 2023. This increase was mainly attributable to our net proceeds of $5,936,836 from our IPO, after deducting offering costs, underwriting discounts and commissions.
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No revenues were generated from HI Card, for the year ended December 31, 2025, compared to $2.99 million for the same period in 2024. The service provided by HI card is an optional.
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We took a strategic approach to moderating growth in order to achieve critical milestones. In the third quarter of 2024, we developed new healthcare plan products and established a partnership with a new carrier. We began developing AI-assisted underwriting solutions for mid-sized businesses with more than 150 employees.
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We made strategic decisions to temporarily pause HI Card beta testing and prioritize tech resource to enhance eDIYBS platform which offers integrated services by SMR and ICE and delivers greater financial and process impacts. This disciplined allocation of resources has strengthened our near-term growth trajectory while positioning HI Card for a more robust relaunch.
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In the fourth quarter of 2024, we beta-tested these products for mid-sized employers, which unlocked a significant expansion in the addressable market. Revenues from underwriting modeling decreased by $1.6 million, or 19.2%, for the year ended December 31, 2024, compared to the same period in 2023.
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We currently expect to resume HI Card development early in the first quarter of 2026.
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This temporary decline was primarily due to the increased offering of A-rated insurance policies, which resulted in lower underwriting fees. Despite this decline, revenues from fees increased by $1.9 million, or 17.5%, over the same period.

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