Bio Essence acquires MediFlow AI software for $3.5M in stock; closes share assignments to three individuals

Bio Essence Corp

Acquired MediFlow AI (formerly AcuVital) from Zhituo Software for $3,500,000 in restricted common stock.
Board approved issuance of 7,000,000 shares at $0.50/share based on five-day trading average.
Shares assigned to three Zhituo principals: Dangwei Zhu (3.5M), Jiahui Zhang (1.75M), Xiaoquiang Cai (1.75M).
Assignments executed May 9, 2026; share issuances deemed effective May 19, 2026, closing the deal.
No prior material relationship existed between Bio Essence and Zhituo or the assignees.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.8

Bio Essence Corp amended Asset Purchase Agreement with Zhituo Software Co., Limited valued at shares assigned to three individual stakeholders (effective 2026-05-09).

Action: amendment
Agreement: asset purchase
Counterparty: Zhituo Software Co., Limited
Value: shares assigned to three individual stakeholders
Effective: 2026-05-09

Exact text from the filing

On May 9, 2026, Zhituo’s three principals, Dangwei Zhu, Jiahui Zhang, and Xiaoquiang Cai, executed assignment agreements whereby each of the principals would receive a portion of the shares reserve for Zhituo pursuant to the APA.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Bio Essence Corp entered into Asset Purchase Agreement with Zhituo Software Co., Limited valued at common stock valued at $3,500,000 (effective 2026-04-20).

Action: entry
Agreement: asset purchase
Counterparty: Zhituo Software Co., Limited
Value: common stock valued at $3,500,000
Effective: 2026-04-20

Exact text from the filing

On April 20, 2026, Bio Essence Corp., a California corporation (“Company”) entered into a Asset Purchase Agreement (“APA”) with Zhituo Software Co., Limited, a company incorporated under the laws of Hong Kong (“Zhituo”).

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Bio Essence Corp filing history →

Source: SEC EDGAR

accession 0001213900-26-058985

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