United Health Products, Inc.

As filed with the Securities and Exchange Commission on January 15, 2026

Registration No. 333-

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORMS-1

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

UNITED HEALTH PRODUCTS, INC.

(Exact name of registrant as specified in its charter)

520 Fellowship Road, Suite #D-406

Mt. Laurel, NJ 08054

(475)755-1005

(Address, including zip code and telephone number, including area code, of registrant’s principal executive offices)

Brian Thom

Chief Executive Officer

520 Fellowship Road, Suite #D-406

Mt. Laurel, NJ 08054

(475) 755-1005

(Name, address, including zip code and telephone number, including area code, of agent for service)

Copies to:

Gavin Grusd, Esq.

Dominick Ragno, Esq.

Ruskin Moscou Faltischek, P.C.

1425 RXR Plaza

15thFloor, East Tower

Uniondale, NY 11556

(516) 663-6600

Approximate date of commencement of proposed sale to the public: From time to time after the effective date of this registration statement.

If any of the securities being registered on this form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, as amended (the “Securities Act”), check the following box. ☒

If this form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

If this form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

If this form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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 7(a)(2)(B) of the Securities Act.☐

The registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the registrant shall file a further amendment that specifically states that this registration statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933, as amended, or until the registration statement shall become effective on such date as the Commission, acting pursuant to said Section 8(a), may determine.

THE INFORMATION IN THIS PROSPECTUS IS NOT COMPLETE AND MAY BE CHANGED. THESE SECURITIES MAY NOT BE SOLD UNTIL THE REGISTRATION STATEMENT FILED WITH THE SECURITIES AND EXCHANGE COMMISSION IS EFFECTIVE. THIS PROSPECTUS IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT SOLICITING AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

SUBJECT TO COMPLETION, DATED JANUARY 15, 2026

PRELIMINARY PROSPECTUS

25,669,288 Shares of Common Stock for Resale by the Selling Security Holder

This prospectus relates to the offer and resale of up to 25,669,288 shares of our common stock, par value $0.001 per share, that we may issue to Alumni Capital LP (“Alumni”), which is comprised of the following: (i) 15,000,000 shares of common stock that we may sell and issue to Alumni, from time to time, pursuant to an Any Market Purchase Agreement we entered into with Alumni on December 16, 2025 (the “AMPA”); (ii) 3,484,321 shares of the Company’s common stock at a price of $0.07462 per share (subject to certain adjustments) issuable upon the exercise of a Commitment Warrant issued to Alumni in connection with the AMPA (the “Commitment Warrant”); and (iii) 7,184,967 shares of common stock issuable upon the conversion of a senior convertible promissory note in the principal amount of $289,267, at a conversion price of $0.06039 (the “Convertible Note”), pursuant to a Securities Purchase Agreement entered into with Alumni on December 16, 2025 (the “Securities Purchase Agreement”). Alumni is also sometimes referred to in this prospectus as the selling security holder.

Alumni may, from time to time, sell any or all of its shares of our common stock on the OTCQB or any other stock exchange, market or trading facility on which the shares of our common stock are quoted or traded, or in private transactions. These sales may be at fixed prices, prevailing market prices at the time of sale, at varying prices, or at negotiated prices. The selling security holder will not pay any offering expenses. We will not receive any proceeds from the sale of the shares of common stock by the selling security holder. However, we may receive proceeds from the sale of shares of our common stock, if any, that we elect to sell to Alumni pursuant to the AMPA, as well as from the exercise of the Commitment Warrant to the extent such warrant is exercised for cash. For additional information on the possible methods of sale that may be used by the selling security holder, you should refer to the section of this prospectus entitled “Plan of Distribution.”

All costs incurred in the registration of the shares are being borne by the Company. Our common stock is currently quoted on the OTCQB, under the stock symbol “UEEC”.

On January 14, 2026, the last price per share that our common stock was quoted at was $0.0547 per share.

Investing in our common stock involves a high degree of risk. You should review carefully the risks and uncertainties described under the heading “Risk Factors” beginning on page 11 of this prospectus, and under similar headings in any amendments or supplements to this prospectus.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the adequacy or accuracy of this prospectus. Any representation to the contrary is a criminal offense.

The date of this prospectus is , 2026.

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