Termination of a Material Definitive Agreement. On June 26, 2026, Q/C Technologies, Inc. (the “Company”) provided notice of its intention to terminate that certain Technology License and Development Agreement, dated as of September 2, 2025 (the “License Agreement”), by and among LightSolver Ltd. (“LightSolver”), LPU Holdings LLC (“LPU”), a wholly owned subsidiary of the Company, and, solely with respect to Sections 7.3, 7.7 and 12.12 of the License Agreement, the Company, effective as of June…

Changes in Registrant’s Certifying Accountant. (a) Dismissal of Independent Registered Public Accounting Firm On March 9, 2026, the Audit Committee of the Board of Directors (the “Committee”) of Q/C Technologies, Inc. (the “Company”) approved the dismissal of Stephano Slack LLC (“Stephano Slack”) as the Company’s independent registered public accounting firm, effective as of the same date. The reports of Stephano Slack on the Company’s consolidated financial statements for the fiscal years en…

Entry into a Material Definitive Agreement On January 16, 2026, Q/C Technologies, Inc. (the “Company”) entered into a consulting agreement (the “Consulting Agreement”) with Chelsea Voss (the “Consultant”), pursuant to which, the Consultant agreed to provide certain consulting services to the Company, including evaluating companies and making related introductions, analyzing technologies and operations, reviewing and advising on potential acquisitions and any other consulting or advisory servi…

Director — Chelsea Voss: Chelsea Voss was appointed as a member of the board of directors.

Entry into a Material Definitive Agreement On December 8, 2025, Q/C Technologies, Inc. (the “Company”) entered into a consulting agreement (the “Consulting Agreement”) with Ocean Avenue Holdings LLC (the “Consultant”), an entity affiliated with Martin Shkreli, pursuant to which, the Consultant agreed to provide certain consulting services to the Company, including evaluating companies and making related introductions, analyzing technologies and operations, reviewing and advising on potential…

Unregistered Sales of Equity Securities. The matters described in

The filing appears to be about compensatory arrangements rather than a management change.

The filing describes the grant of RSUs to certain officers and directors, which is a routine compensation matter.

Unregistered Sales of Equity Securities. The matters described in

Entry into a Material Definitive Agreement Omnibus Waiver and Amendment As previously disclosed, on September 2, 2025, Q/C Technologies, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “SPA”) with certain accredited investors (the “Holders”) pursuant to which it agreed to sell to the Holders in a private placement (i) shares of the Company’s Series H convertible preferred stock, par value $0.001 per share, with a stated value of $1,000 per share (the “Preferred Stock”),…

The filing describes the grant of restricted stock units to certain officers and directors, which is a compensatory arrangement.

Material Modification to Rights of Security Holders The matters described in

of this Current Report on Form 8-K related to the filing of the Certificate of Amendment is incorporated herein by reference.

Material Modification to Rights of Security Holders. The matters described in

Entry into a Material Definitive Agreement As previously reported in a Current Report on Form 8-K, filed with the Securities and Exchange Commission on September 2, 2025 (the “September 2025 Form 8-K”), on September 2, 2025, TNF Pharmaceuticals, Inc. (the “Company”) entered into a Securities Purchase Agreement (“Series H Purchase Agreement”) with certain accredited investors (the “Series H Investors”), pursuant to which it agreed to sell to the Series H Investors in a private placement (the “…

Termination of a Material Definitive Agreement. On September 2, 2025, the Company provided notice of its intention to terminate that certain Master Service and Technology Agreement (the “Service Agreement”), dated as of August 23, 2024, by and between the Company and Prevail InfoWorks, Inc. (“Prevail”), effective as of 30 days following such notice (the “Termination Date”). Pursuant to the Service Agreement, Prevail provided certain clinical services for the Company’s Phase 2 clinical study u…

Unregistered Sales of Equity Securities The matters described in

Material Modification to Rights of Security Holders. The matters described in Section 1.01 of this Current Report on Form 8-K related to the Certificate of Designations under the title “Preferred Stock” are incorporated herein by reference. To the extent required by

Director — Jude Uzonwanne: Mr. Uzonwanne tendered his voluntary resignation from the board of directors.

Entry into a Material Definitive Agreement Private Placement On September 2, 2025, TNF Pharmaceuticals, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain accredited investors (the “Investors”), pursuant to which it agreed to sell to the Investors in a private placement (the “Private Placement”) (i) an aggregate of 7,000 shares of the Company’s newly designated Series H convertible preferred stock, par value $0.001, with a stated value of…

Material Modification to Rights of Security Holders. To the extent required by

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On March 17, 2025, TNF Pharmaceuticals, Inc. (the “Company”) received a letter from the Listing Qualifications Department of the Nasdaq Stock Market (“Nasdaq”) indicating that, based upon the closing bid price of the Company’s common stock, par value $0.001 per share (“Common Stock”), for the 30 consecutive business days between January 30, 2025, to March 14, 2025, the Company did not meet the…

The filing appears to be about compensatory arrangements or other non-management matters mis-filed under 5.02.

Other Events. On October 2, 2024, the Company issued a press release announcing the Private Placement. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is hereby incorporated by reference herein.

Entry into a Material Definitive Agreement. On October 1, 2024, TNF Pharmaceuticals, Inc. (the “Company”), entered into a Stock Purchase Agreement, dated as of October 1, 2024 (the “Purchase Agreement”), by and between the Company and Prevail Partners, LLC (“Prevail”), pursuant to which, the Company agreed to sell to Prevail 283,019 shares of the Company’s common stock (the “Shares”), par value $0.001 per share (“Common Stock”), at a price per share equal to $2.12, which was 120.0% of the dol…