Healthcare Triangle, Inc. 8-KCurrent Reports (8-K / ad hoc)

Legal Proceedings

Item 3.02. Unregistered Sales of Equity Securities. I. Teyame Acquisition Share Issuance On July 28, 2026, in connection with the closing of the acquisition contemplated by the Securities Purchase Agreement, dated January 22, 2026 (the “Teyame Transaction”), Healthcare Triangle, Inc. (the “Company”) issued an aggregate of 9,718,373 shares of its common stock, par value $0.00001 per share, to eight (8) entities at the direction of Teyame AI LLC, the seller to the Company in the Teyame Transaction. The issuance of shares in connection with the Teyame Transaction was approved by the Company’s shareholders at the Annual Meeting on July 17, 2026, and was made in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). No underwriters were involved in the issuance, and no commissions were paid. The shares were issued without registration under the Securities Act in reliance upon the exemption provided by Section 4(a)(2) thereof and/or Regulation D promulgated thereunder. II. SecureKloud Securities Exchange Share Issuance On July 28, 2026, pursuant to the Securities Exchange Agreement dated June 24, 2026 between the Company and SecureKloud Technologies Ltd. (the “Securities Exchange Agreement”), the Company issued an aggregate of 2,828,167 shares of its common stock, par value $0.00001 per share, toone individual and one entity.: The issuance of shares pursuant to the Securities Exchange Agreement was approved by the Company’s shareholders at the Annual Meeting on July 17, 2026, and was made in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act and/or Regulation D promulgated thereunder. No underwriters were involved in the issuance, and no commissions were paid. In the aggregate, the Company issued a total of 12,546,540 shares of common stock on July 28, 2026 in connection with the Teyame Transaction and the Securities Exchange Agreement. Item 7.01 Regulation FD Disclosure. On July 29, 2026, the Company issued a press release announcing the shares issuance. The press release is attached hereto as Exhibit 99.1 and incorporated into this Item 7.01 by reference. The information in this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that sec