UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01 Entry into a Material Definitive Agreement.
As previously reported, HeartSciences Inc. (the “Company”) entered into a Loan and Security Agreement on April 24, 2020 (the “Original Loan Agreement”), as amended by Amendment No. 1 to the Loan and Security Agreement, dated September 30, 2021 (the “No. 1 Amendment”), Amendment No. 2 to the Loan and Security Agreement, dated November 3, 2021 (the “No. 2 Amendment”), Amendment No. 3 to the Loan and Security Agreement, dated May 24, 2022 (the “No. 3 Amendment”), Amendment No. 4 to the Loan and Security Agreement, dated January 19, 2023 (the “No. 4 Amendment”), Amendment No. 5 to the Loan and Security Agreement, dated September 29, 2023 (the “No. 5 Amendment”), Amendment No. 6 to the Loan and Security Agreement, dated August 19, 2024 (the “No. 6 Amendment”), and Amendment No. 7 to the Loan and Security Agreement, dated September 26, 2025 (the “No. 7 Amendment” and, collectively with the Original Loan Agreement, the No. 1 Amendment, the No. 2 Amendment, the No. 3 Amendment, the No. 4 Amendment, the No. 5 Amendment and the No. 6 Amendment, the “Loan Agreement”), for the Company to borrow $500,000 from Front Range Ventures LLC (“FRV”) as evidenced by a secured, non-convertible promissory note, dated April 24, 2020, as amended by the Amended and Restated Secured Promissory Note, dated September 29, 2023, the Amended and Restated Secured Promissory Note dated August 19, 2024 and the Amended and Restated Secured Promissory Note dated September 26, 2025 (as amended, the “Note”). The Note accrued interest at a rate of 12% per annum, compounded annually, and had an original maturity date of September 30, 2021, which was subsequently amended to, among other things, extend the maturity date on several occasions.
On September 29, 2026, the Company and FRV entered into Amendment No. 8 to the Loan Agreement (the “Amended Loan Agreement”) and No. 4 Amended and Restated Secured Promissory Note (the “Amended Note”), pursuant to which the parties agreed (i) to further extend the maturity date of the Note to the earlier to occur of (x) the date that is 2 business days following the closing of the proposed business combination between the Company and Fortitude Mining Holdings, Inc. announced on June 23, 2026 and (y) January 29, 2027 (the “Maturity Date”), and (ii) for the Company to pay the outstanding accrued interest under the Note as follows: (x) a payment of accrued unpaid interest as of September 30, 2026 on or before such date, and (y) all accrued unpaid interest due thereafter shall be payable on the Maturity Date. The Company may elect to repay all or any part of the outstanding principal amount of the Amended Note in its sole discretion at any time prior to the Maturity Date, provided such repayment shall not be less than $50,000 and shall first be applied to accrued interest and thereafter to the outstanding principal amount.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
To the extent required by Item 2.03 of Form 8-K, the information set forth in Item 1.01 above is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
| Exhibit No. | Description | |
| 10.1* | Amendment No. 8 to Loan and Security Agreement by and between HeartSciences Inc. and Front Range Ventures LLC, dated September 29, 2026. | |
| 10.2* | No. 4 Amended and Restated Secured Promissory Note by and between HeartSciences Inc. and Front Range Ventures LLC, dated September 29, 2026. | |
| 104** | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
| * | Filed herewith. |
| ** | Furnished herewith. |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| HEARTSCIENCES INC. | ||
| Date: October 2, 2026 | By: | /s/ Andrew Simpson |
| Name: | Andrew Simpson | |
| Title: | President, Chief Executive Officer and Chairman of the Board of Directors | |
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