Material Event (Form 8-K)

Item 8.01 Other Events

The Securities and Exchange Commission requires disclosure of material changes and events that the registrant deems of importance to security holders via Form 8-K filings. On February 3, 2026, ProPhase Labs, Inc. ("The Company") issued a press release announcing that it has initiated a potential sale or strategic partnership process for BE-Smart™, its clinically validated esophageal cancer risk stratification test. BE-Smart™ is a CLIA-certified, CAP-accredited laboratory-developed test (LDT) that is ready for commercialization under the LDT regulatory framework. The Company has initiated target outreach to more than seventy (70) potential acquirers.

The press release also provided a positive update on the progress of its Crown Medical Collections initiative relating to legacy COVID-19 testing receivables held by its laboratory subsidiaries currently in Chapter 11 proceedings. Based on recent analysis, the Company now believes that more than sixty percent (60%) of aggregate claims consist of commercial payors that partially reimbursed claims. This is generally associated with higher recovery rates and more favorable settlement dynamics.

A copy of the press release is furnished as Exhibit 1.1 to this Current Report on Form 8-K.