Health In Tech, Inc. (HIT) · Nov 6, 2026 · New debt
$3.0M convertible note — $2.85M gross proceeds; 8.75% interest; conversion at $1.5735 per share
Health In Tech’s new debt financing brings in $2.85M of cash, but adds expensive repayment obligations and potential share dilution.
Health In Tech is an AI-enabled InsurTech platform still investing in distribution, technology and product development while trying to convert contracted and pipeline business into recognized revenue. Its latest reported quarter showed revenue down year over year and a swing to a net loss, while the company had already arranged the SEPA financing to support liquidity.
The company gets useful near-term liquidity, but this is funding—not operating progress. The second closing delivered $2.85 million of gross cash against a $3.0 million note. That helps fund the business, but it does not show that demand, revenue conversion or profitability improved.
| Term | Second tranche | Key comparison |
|---|---|---|
| Principal (Promissory Notes) | $3.0M | First tranche: $7.0M |
| Gross proceeds (Second Closing) | $2.85M | 5% purchase-price discount |
| Interest rate (Promissory Notes) | 8.75% | 18% upon specified defaults |
| Fixed conversion price (Promissory Notes) | $1.5735/share | Floor: $0.204/share |
| Exchange Cap (SEPA) | 13,100,378 shares | ~19.99% of outstanding shares |
The financing structure adds a meaningful dilution and repayment overhang. The notes can be repaid through scheduled installments or by selling stock under the SEPA, and the investor can convert at a fixed price subject to ownership, Nasdaq and anti-dilution limits. 〔0〕
The event was largely anticipated, making the incremental signal smaller and mostly balance-sheet related. The SEPA, the first $7.0 million note and the registration statement were already disclosed; the filing mainly confirms that the second tranche closed after the registration became effective. The immediate issue is now whether shareholders approve issuance beyond the 13.1 million-share exchange cap at the November 10 annual meeting. 〔1〕
Bottom line: This keeps Health In Tech funded in the near term, but at a high financial cost and with more potential dilution. Because the second tranche was already part of the disclosed financing plan, it modestly worsens the financing story rather than changing the company’s operating story outright.
Stockholder vote on excess share issuance, November 10
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