{"schema_version":"secwatch.filing_event.v1","accession":"0001185185-23-000223","form_type":"8-K","ticker":"BHIC","cik":"0001784440","company_name":"BioScience Health Innovations, Inc.","filed_at":"2023-03-16T23:59:59+00:00","discovered_at":"2026-05-14T18:03:46.528515+00:00","generated_at":"2026-06-18T00:47:58.506029+00:00","sec_items":["2.01","3.02","5.02","5.03","5.06","1.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.8,"calibrated_materiality_score":0.8,"confidence":"high","headline":"Nowtransit completes reverse merger with Best Labs; new CEO and board appointed","bullets":["Nowtransit issued 34,371,100 shares (85.39% of outstanding) for 100% of Best Labs common stock.","Darren Lopez appointed CEO and director; John Chymboryk appointed director; Justin Earl resigned as officer.","Fiscal year changed from August 31 to December 31 to align with Best Labs.","Company ceased being a shell company upon closing of the share exchange."],"urls":{"canonical":"https://secwatch.observer/filing/0001185185-23-000223","json":"https://secwatch.observer/filing/0001185185-23-000223.json","markdown":"https://secwatch.observer/filing/0001185185-23-000223.md","text":"https://secwatch.observer/filing/0001185185-23-000223.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1784440/000118518523000223/0001185185-23-000223-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1784440/000118518523000223/nowtransit20230316_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-18T00:47:58.506029+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"840ef8054c","claim":"Darren Lopez was appointed as Chief Executive Officer at BioScience Health Innovations, Inc..","evidence_excerpt":"Darren López was appointed as the Chief Executive Officer of the Company","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1784440/000118518523000223/0001185185-23-000223-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Chief Executive Officer"}],"fact_type":"executive_change"},{"claim_id":"86458f77b4","claim":"John Chymboryk was appointed as Director at BioScience Health Innovations, Inc..","evidence_excerpt":"Darren Lopez and John Chymboryk were appointed to serve on the Board of Directors","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1784440/000118518523000223/0001185185-23-000223-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"ad0c7dbe72","claim":"Justin Earl resigned as Officer at BioScience Health Innovations, Inc..","evidence_excerpt":"Effective upon the Closing, Justin Earl tendered his resignation as the sole officer of the Company","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1784440/000118518523000223/0001185185-23-000223-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Officer"}],"fact_type":"executive_change"},{"claim_id":"dc14eedb7f","claim":"Darren Lopez was appointed as Director at BioScience Health Innovations, Inc..","evidence_excerpt":"Darren Lopez and John Chymboryk were appointed to serve on the Board of Directors","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1784440/000118518523000223/0001185185-23-000223-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"382ae73ad67d857b0f845e5c6d97317f9f7d67c0","claim":"BioScience Health Innovations, Inc.: Company ceased being a shell company upon closing of the Exchange Agreement (effective 2023-03-10).","evidence_excerpt":"As a result of the Closing of the Exchange Agreement, the Company ceased being a shell company, as that term is defined by Rule 12b-2 under the Securities Exchange Act of 1934.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1784440/000118518523000223/0001185185-23-000223-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"shell status"},{"label":"Effective","value":"2023-03-10"}],"fact_type":"governance_change"},{"claim_id":"42061bf06daeaa583c0fb02587f73b823cd03297","claim":"BioScience Health Innovations, Inc.: Changed fiscal year end from August 31 to December 31 (effective 2023-03-10).","evidence_excerpt":"Simultaneously with the Closing, the Company changed its fiscal year end from August 31 to December 31 as a result of the Exchange to conform its fiscal year end to that of Best.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1784440/000118518523000223/0001185185-23-000223-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"fiscal year change"},{"label":"Effective","value":"2023-03-10"}],"fact_type":"governance_change"},{"claim_id":"e7834d3fdffc20f8832968011eabf2fb57db3744","claim":"BioScience Health Innovations, Inc. completed an acquisition involving Best Labs, Inc. and its shareholders (closed 2023-03-10).","evidence_excerpt":"The transaction consummated on March 10, 2023 (the “Closing”). Upon the Closing, the Company issued the Best shareholders signatory 34,371,100 shares of the Company’s common stock, representing approximately 85.39% of the shares of the Company’s common stock to be outstanding, in exchange for all of the shares of Best common stock held by such Best shareholders (the “Exchange”).","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1784440/000118518523000223/0001185185-23-000223-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"acquisition"},{"label":"Counterparty","value":"Best Labs, Inc. and its shareholders"},{"label":"Closing","value":"2023-03-10"}],"fact_type":"ma_transaction"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}