Material Agreement (Form 8-K)

1.01 Entry into a Material Definitive Agreement.

On December 8, 2025, Polomar Health Services, Inc., a Nevada corporation ("Company"), executed a second amendment to the Amended and Restated Product Fulfillment and Distribution Agreement, with an effective date of December 5, 2025 (the "Second Amendment ") with ForHumanity, Inc., a Delaware corporation ("ForHumanity") and Island Group 40, LLC ("IG4").

The Amended Agreement incorporates the following material terms:

The initial exclusivity period is extended from March 31, 2025, to June 30, 2025.

The Second Amendment amends paragraph 2 of the Amended Agreement to allow termination of the Amended Agreement by the Company if certain minimum average monthly sales targets are not achieved for the period January 1, 2026, through July 31, 2026.

The Second Amendment amends paragraph 7(b) of the Amended Agreement to extend exclusivity through December 31, 2026, if the Company receives a minimum of $1,750,000 in Revenues from ForHumanity on or before June 30, 2026.

The Second Amendment amends paragraph 7(b) of the Amended Agreement to extend exclusivity through June 30, 2027, if the Company receives a minimum total of $5,000,000 in Revenues from ForHumanity for the calendar year ending on December 31, 2026.

The schedule for the remaining guaranteed payments due the Company has been modified as follows: a) $100,000 on or before December 8, 2025, b) $200,000 on or before December 29, 2025, and c) $200,000 on or before January 12, 2026. The Company acknowledges receipt from ForHumanity of $350,000 of the total $750,000 in guaranteed payments due pursuant to the terms of the Amended Agreement inclusive of the $100,000 payment that was due on December 8, 2025.

The foregoing summary of the Second Amendment does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Second Amendment, a copy of which is attached hereto as Exhibit 10.1 and is incorporated by reference herein.

Cautionary Statement Regarding Forward-Looking Statements

This report contains "forward-looking statements" within the meaning of the federal securities laws. All statements, other than statements of fact, that address activities, events or developments that we or our management intend, expect, project, believe or anticipate will or may occur in the future are forward-looking statements. Although we believe forward-looking statements are based upon reasonable assumptions, such statements involve known and unknown risks, uncertainties, and other factors, which may cause the actual results or performance of each company to be materially different from any future results or performance expressed or implied by such forward-looking statements. Such risks and uncertainties include, but are not limited to, (1) the risk that the previously licensed intellectual property may not be granted the pending patents, (2) the ability of ForHumanity to effectively market the licensed medications to increase customer value and financial returns, (3) the ability to integrate the ForHumanity telemedicine network into the existing Polomar business and realize the benefits of the Agreement, (4) the other risks described under the headings "Risk Factors" and "Cautionary Statement Concerning Forward-Looking Statements" in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024 and such other periodic filings the Company makes from time to time with the Securities and Exchange Commission (SEC).

You are cautioned not to place undue reliance on these forward-looking statements. Forward-looking statements are not guarantees of future performance, and actual results, developments, and business decisions may differ from those envisaged by our forward-looking statements. Except as required by law, we undertake no obligation to update such statements to reflect events or circumstances arising after the date of this press release, and we caution investors not to place undue reliance on any such forward-looking statements.