IPO - Health In Tech, Inc.

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Form Type: SCHEDULE 13G

Filing Date: 2025-02-14

Corporate Action: Ipo

Type: New

Accession Number: 000121390025014390

Filing Summary: On February 14, 2025, Health In Tech, Inc. filed a Schedule 13G indicating significant holdings by Tim Johnson. The document reports 22,315,651 shares of Class A Common Stock, along with various restricted shares and options that will vest following the company's initial public offering (IPO) on December 24, 2024. Specifically, there are 82,500 restricted shares and 495,000 options maturing six months after the IPO, due around June 24, 2025. An additional 9,000,000 shares of Class B Common Stock, each convertible to Class A shares, are also included. The total reported holdings amount to 32,170,448 shares, representing an ownership percentage of 60.4% based on the 42,369,358 shares of Class A Common Stock outstanding as reported in the issuer's prospectus filed on December 23, 2024.

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Additional details:

Class A Common Stock: 22315651


Restricted Shares: 82500


Class B Common Stock: 9000000


Options To Purchase Class A: 495000


Percentage Ownership: 60.4


Total Shares: 32170448


Form Type: 424B4

Filing Date: 2024-12-23

Corporate Action: Ipo

Type: New

Accession Number: 000121390024111564

Filing Summary: Health In Tech, Inc. is conducting an initial public offering (IPO) of 2,300,000 shares of Class A Common Stock at a price of $4.00 per share. The company currently has no public market for its shares. The offering aims to raise $9,200,000 before expenses, with $8,464,000 expected to be the proceeds after underwriting discounts. The Class A shares are set to be listed on the Nasdaq Capital Market under the symbol 'HIT'. The company offers a health insurance marketplace designed to simplify and automate the process for brokers, insurers, and employers, focusing on low-risk small businesses. The CEO, Tim Johnson, will maintain substantial voting control post-IPO, reinforcing the company's classification as a 'controlled company' under Nasdaq rules. This enables the company to utilize certain governance exemptions. Investment risks are acknowledged, along with the potential for market competition and inefficiencies in the healthcare landscape which the company aims to address. The underwriters have a 30-day option to purchase an additional 345,000 shares to cover any over-allotments, with shares expected to be delivered to purchasers around December 24, 2024.

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Additional details:

Initial Public Offering Price: $4.00


Total Initial Public Offering Price: $9,200,000


Underwriting Discounts And Commissions: $736,000


Proceeds To Us Before Expenses: $8,464,000


Shares Offered: 2,300,000


Symbol: HIT


Ceo Name: Tim Johnson


Ceo Control Before Offering: 71.07%


Ceo Control After Offering: 70.05%


Form Type: CORRESP

Filing Date: 2024-12-18

Corporate Action: Ipo

Type: New

Accession Number: 000121390024110153

Filing Summary: Health In Tech, Inc. has requested the acceleration of the effective date of its Registration Statement on Form S-1 (File No. 333-281853), seeking effectiveness for December 19, 2024, at 4:00 p.m. Eastern Time. American Trust Investment Services, Inc., as the representative of the underwriters, supports this request. The underwriters have distributed the preliminary prospectus dated November 19, 2024, to various potential investors to ensure adequate distribution. The letter confirms compliance with relevant regulations, including Rule 15c2-8 under the Securities Exchange Act of 1934. The correspondence is signed by Kristopher Kessler, Managing Director, Investment Banking at American Trust Investment Services.

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Additional details:

Registration Statement File No: 333-281853


Preliminary Prospectus Date: 2024-11-19


Requested Effective Time: 2024-12-19T16:00:00-05:00


Representative Name: Kristopher Kessler


Representative Title: Managing Director, Investment Banking


Form Type: CORRESP

Filing Date: 2024-09-24

Corporate Action: Ipo

Type: Update

Accession Number: 000121390024081497

Filing Summary: Health In Tech, Inc. filed a response to comments from the SEC regarding its Registration Statement on Form S-1, initially filed on August 30, 2024. The communication outlines the company's commitment to ensure compliance with Regulation M for the Selling Shareholder during the distribution of shares. It clarifies that the Selling Shareholder has been provided with the Regulation M guidelines and that the company is not aware of any special selling efforts being planned. The document also addresses an exhibit query about the Share Purchase Agreement, confirming it has been deemed non-material as all Series A preferred shares have been converted into Class A common shares. Moreover, it states that Roscommon Insurance Company was not involved as an investor or shareholder in the Agreement and that their operations have since been sold to an unrelated party. Alexandria E. Kane, representing Health In Tech, Inc., conveys the responses to the SEC's inquiries in detail.

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Additional details:

Response To Comments: The Company provided a detailed response to the SEC comments regarding the S-1 Registration Statement.


Selling Shareholder Compliance: The Selling Shareholder has received Regulation M guidelines to ensure compliance.


Exhibit 10 7 Clarification: The Share Purchase Agreement was classified as non-material and removed from the exhibition index.


Roscommon Information: Roscommon was not a party to the Share Purchase Agreement and has been sold to an unrelated party.


Conversion Of Stock: All Series A Preferred Stock has been converted to Class A Common Stock.


Form Type: DRSLTR

Filing Date: 2024-05-28

Corporate Action: Ipo

Type: Update

Accession Number: 000121390024047114

Filing Summary: Health In Tech, Inc. has filed an Amended Registration Statement on Form S-1 in response to comments from the SEC regarding its initial Draft Registration Statement filed on April 19, 2024. The revisions address various aspects, including the consistency of Nasdaq application disclosures, clarification of services comparison to competitors, quantification of revenue from each service, risk factors related to underwriting accuracy, and disclosure of management’s discussion on financial conditions. The document emphasizes the company’s revisions to maintain accuracy in its financial disclosures and risk assessments. Furthermore, it acknowledges the importance of clarifying contracts and obligations with third-party administrators regarding insurance underwriting operations.

Document Link: View Document

Additional details:

Comment Date: 2024-05-17


Draft Registration Statement Submission Date: 2024-04-19


Staff Letter References: Pages 1, 3, 4, 10, 16, 22, 38-39, 47-48, 50-51

Nasdaq Application Status: Contingent upon receiving approval to list on Nasdaq


Disclosures Revised: Regarding accuracy, service characterizations, and operational financial details


Financial Condition Revision: Discussed financial condition for each period as required by Item 303 of Regulation S-K


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