false 0001089815 0001089815 2024-09-30 2024-09-30
--12-31
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): September 30, 2024
Elite Health Systems, Inc.
(Exact name of registrant as specified in its charter)
 
Delaware 000-26575 52-1842411
(State of other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
     
1131 W 6th Street    
Ontario, CA   91672
(Address of principal executive offices)    (Zip Code)
 
Registrant's telephone number, including area code:
(949) 249-1170
 
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Act: N/A
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
Emerging growth company         ☐
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.         ☐
 
 
 
 
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
 
Name Change
 
On September 30, 2024, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment (the “Charter Amendment”) to its Certificate of Incorporation (as amended, the “Charter”) to change the legal name of the Company from U.S, Neurosurgical Holdings, Inc. to Elite Health Systems Inc., effective as of September 30, 2024.  The Company’s board of directors (the “Board”) approved the Charter Amendment pursuant to Section 242 of the General Corporation Law of the State of Delaware. A copy of the Charter Amendment is attached hereto as Exhibit 3.1 and incorporated herein by reference.
 
 
Item 8.01 Other Events. 
 
New OTC Symbol
 
On September 25, 2024, Company applied to FINRA to change its common stock ticker symbol. The Company applied to use either EHSI or ELIT as its new ticker symbol and was advised the process will take two to four weeks to approve one of the requested symbols, or potentially another if both requested symbols are taken.
 
 
New Corporate Website
 
In connection with the name change, the Company is in the process of launching a new corporate website: www.elitehealthsystems.com.  The Company’s investor relations information, including press releases and links to the Company’s filings with the Securities and Exchange Commission, will be found on this website.  
 
 
Item 9.01. Financial Statements and Exhibits.
 
(d)  Exhibits.
 
Exhibit
Number
  
Description of Exhibit
     
3.1   Certificate of Amendment to the Certificate of Incorporation, effective September 30, 2024.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)
 
 
 
 
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.
 
 
Date: October 3, 2024
  
   
 
U.S. NeuroSurgical Holdings, Inc.
     
 
By:
/s/ Prasad Jeereddi
 
Name:
Prasad Jeereddi
 
Title:
Chairman and CEO
 
 

Exhibit 3.1

 

STATE OF DELAWARE

CERTIFICATE OF AMENDMENT

OF CERTIFICATE OF INCORPORATION

 

The corporation organized and existing under the General Corporation Law of the State of Delaware, hereby certifies as follows:

 

1. The name of the corporation is U.S. NeuroSurgical Holdings, Inc.

 

2. The Certificate of Incorporation of the corporation is hereby amended by changing the Article thereof numbered FIRST so that, as amended, said Article shall be and read as follows:

 

The name of the corporation (hereinafter referred to as the “Corporation”) is Elite Health Systems Inc.

 

3. That said amendment was duly adopted in accordance with the provisions of Section 242 of the General Corporation Law of the State of Delaware.

 

 

By:

/s/ Ken Minor

 

 

 

Authorized Officer 

 

 

 

 

 
  Name: Ken Minor, Secretary  
    Print or Type  

 

 
v3.24.3
Document And Entity Information
Sep. 30, 2024
Document Information [Line Items]  
Entity, Registrant Name Elite Health Systems, Inc.
Current Fiscal Year End Date --12-31
Document, Type 8-K
Document, Period End Date Sep. 30, 2024
Entity, Incorporation, State or Country Code DE
Entity, File Number 000-26575
Entity, Tax Identification Number 52-1842411
Entity, Address, Address Line One 1131 W 6th Street
Entity, Address, City or Town Ontario
Entity, Address, State or Province CA
Entity, Address, Postal Zip Code 91672
City Area Code 949
Local Phone Number 249-1170
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity, Emerging Growth Company false
Amendment Flag false
Entity, Central Index Key 0001089815
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