UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

~~Pursuant~~PURSUANT toTO ~~Section~~SECTION 13 OR 15(d) ofOF ~~The~~THE ~~Securities~~SECURITIES ~~Exchange~~EXCHANGE ~~Act~~ACT ofOF 1934

Date of Report (Date of earliest event reported): ~~October 20~~November 18, 2025

NUTEX HEALTH INC.

(Exact name of registrant as specified in its charter)

Delaware	001-41346	11-3363609
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
(State or Other Jurisdictionof Incorporation)	(Commission File Number)	(I.R.S. EmployerIdentification Number)

6030 S. Rice Ave, Suite C, Houston, Texas 77081

(Address of principal executive offices) (zip code)

(713) 660-0557

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, 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):

☐ o Written ~~communication~~communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐o Precommencement ~~Pre-commencement~~communications ~~communication~~ pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐o Precommencement ~~Pre-commencement~~communications ~~communication~~ 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:

Title of each class

Trading Symbols(s)

~~Trading~~Name ~~Symbol(s)~~of each exchange on which registered

~~Name of each exchange on which registered~~

Common Stock, $0.001 par value

NUTX

~~NUTX~~NASDAQ Stock Market LLC

~~The NASDAQ Stock Market LLC~~

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐ o

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. ☐o

Item 2.02. Results of Operations and Financial Condition.

On ~~October 20~~November 18, 2025, Nutex Health Inc. (the “Company”) ~~issued~~announced aits ~~press release containing certain anticipated preliminary~~ financial ~~metrics~~and ~~with~~operating ~~respect~~results tofor the ~~period~~first ~~ended~~quarter ~~September~~ending 30March 31, 2025. ~~and~~A ~~other~~copy ~~information.~~of ~~The~~the Company’s press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information furnished in this Item 2.02 and Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

As previously disclosed, on August 20, 2025, the Company received a notice (the “Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that due to the Company’s failure to timely file its Quarterly Report on Form 10-Q for the period ended June 30, 2025 (the “June 30, 2025 Form 10-Q”) with the Securities and Exchange Commission (the “SEC”), the Company is not in compliance with Nasdaq’s continued listing requirements under Nasdaq Listing Rule 5250(c)(1) (the “Rule”), which requires the timely filing of all required periodic reports with the SEC.

On October 15, 2025, in response to the Notice, the Company submitted to Nasdaq a plan to regain compliance with the Rule and requested an extension from the due date of its delinquent June 30, 2025 Form 10-Q until December 12, 2025, which request was granted by Nasdaq on October 16, 2025. In the event the Company is not able to file the June 30, 2025 Form 10-Q with the SEC on or before December 12, 2025, the staff of Nasdaq will issue a delisting notice, which the Company may appeal to a Nasdaq Hearings Panel.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No.			Description of Exhibit
99.1			Press Release dated ~~October~~November 2014, 2025
104			Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

THE INFORMATION CONTAINED IN ITEM 2.02 OF THIS CURRENT REPORT, INCLUDING EXHIBIT 99.1 ATTACHED HERETO, SHALL NOT BE DEEMED “FILED” FOR THE PURPOSES OF SECTION 18 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED, NOR SHALL IT BE DEEMED INCORPORATED BY REFERENCE INTO ANY REGISTRATION STATEMENT OR OTHER FILING PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED, EXCEPT AS OTHERWISE EXPRESSLY STATED IN SUCH FILING

SIGNATURE

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~~thereunto duly authorized.

Date: October 20, 2025	NUTEX HEALTH INC.
	By:	/s/ Jon C. Bates
		Jon C. Bates Chief Financial Officer


			Date: November 18, 2025
			Nutex Health Inc.

			By: /s/ Jon C. Bates
			Jon C. Bates
			Chief Financial Officer

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