Invest in Fisher Wallace

OAK®: A Resilience Multiplier for Veterans, First Responders, and the Armed Forces

Technology: Wearable Brain Stimulation (tACS)

Recent Success: Patients treated in the U.S. Dept. Veterans Affairs (feasibility study)

Perks for investing by Feb 6th:

  • 135% – 215% Bonus Shares (see below)
  • Free OAK® with investment of $1,995.38+
INVEST

Share Price $11.21
($11.60 including 3.5% fee)

SEC Filings | Form C | Investor Education




Problems At Scale


Mission

To create a foundational brain-health hardware layer that restores and preserves emotional stability, cognitive resilience, and sleep at population scale.

About the Company

Originally founded in 2007 as a clinical research, product development and commercial testing partnership before incorporating in 2019 to raise outside capital and commercialize OAK, Fisher Wallace Labs makes scalable, wearable brain stimulation technology for the US government and large institutions, as well as for consumers and employers.

Approximately 60,000 patients who were prescribed our proof-of-concept device to rapidly treat depression, anxiety and/or insomnia continue using it today to maintain remission and cognitive performance.

Our next generation technology, OAK, was designed in collaboration with the teams behind Beats and Nest and is expected to receive initial FDA clearance by Summer 2026. OAK is designed for smartphone-level scale by combining world-class consumer design and user experience with a scientifically proven capability to rapidly and durably improve mood and sleep by stimulating the center-brain, resulting in lifelong mental resilience and performance.

In 2025, researchers at Harvard Medical School demonstrated that our stimulation engages center-brain structures integral to mood, sleep, and cognition. Over 1500 people have participated in clinical trials and real world studies that validate the safety and rapid, durable effectiveness of our technology when worn for 20 minutes, once or twice a day. No serious side effects have been reported in our clinical trials.

Our technology is currently being studied in the U.S. Department of Veterans Affairs for the treatment of anxiety, and by a leading eSports team as tools for nervous system recovery and resilience. Prior research includes two published depression trials, an anxiety study that is pending publication, an exploratory insomnia study, a published Parkinson’s study, and real world studies of PTSD treatment and Substance Use Disorder rehabilitation.

Scientific Evidence

OAK generates a clinically significant electrical field in the Anterior Cingulate Cortex, Hippocampus, Amygdala, Insula and other brain structures integral to mood, sleep, and cognition.

In a depression study published in The Journal of Clinical Psychiatry that enrolled 185 women, 73.9% of those receiving active treatment improved by at least 50% within four weeks (88% improved by at least 18%). Importantly, the majority of treatment effect occurred in the first week, followed by continued improvement.

Our recent anxiety study demonstrated rapid and durable treatment of anxiety in 164 first responders (police, firefighters, EMTs) and serves as the primary evidence of effectiveness for our current FDA clearance application.

Advancing Toward Commercialization

We are establishing OAK as a brand that supports elite institutions––the VA, active duty PTSD treatment sites, first responder organizations, pro sports teams and large employers–as we pursue insurance reimbursement, Medicaid and Medicare coverage for all Americans.

We expect initial FDA clearance for our Version 2.0 technology by Summer 2026. This will unlock our ability to generate revenue and rapidly achieve profitability.


Gen Z

The highest mental health burden of any generation. OAK® addresses this with a rapid, comfortable, non-pharmacologic option designed for daily use and offered in vibrant colors. OAK® works rapidly but is designed for lifelong use and resilience. People seen wearing it will much more likely be optimizing their brain performance than actively treating symptoms.


 

In the National Interest

Brain performance and resilience are essential to national security and public safety. As companies like Palantir and Anduril strengthen U.S. hardware and operational software capabilities across the defense and other sectors, Fisher Wallace is focused on strengthening human capabilities.

We are currently scoping US contract manufacturing opportunities to manufacture devices for the US government.


Advisors

Dr. Maurizio Fava
Psychiatrist-in-Chief, Massachusetts General Hospital
Chair, Mass General Brigham Academic Medical Centers Psychiatry Department

Dr. David Shulkin
Fmr US Secretary of Veterans Affairs
Fmr CEO of Beth Israel Medical Center
Board Member, Maclean Health




Co-Founders


Kelly Roman
Co-Founder and CEO
17 years of neurotech leadership, published author, Harvard College graduate, son of U.S. Army Veteran

Charles “Chip” Fisher
Co-Founder and Chairman
Angel investor in Fisher Wallace Labs, Philanthropist, Harvard College graduate, Juilliard Board Member

Perks for Investing Early

As we prepare for a venture capital round following FDA Clearance, we are opening this exclusive window for our community to invest.

Invest: $100.89 – $1,984.17

Invest: $1,995.38 – $4,999.66

Invest: $5,010.87 – $9,999.32

Invest: $10,010.53 – $100,890.00

 

Bonus share eligibility is determined by the investment amount prior to the addition of the 3.5% processing fee. The minimum investment is: $100.89. A free OAK Coupon Code will be provided with an investment of $1,995.38 or more (one coupon per investor).


Frequently asked questions

1. Why invest in startups?

Regulation CF allows investors to invest in startups and early-growth companies. This is different from helping a company raise money on Kickstarter; with Regulation CF Offerings, you aren’t buying products or merchandise – you are buying a piece of a company and helping it grow.

2. How much can I invest?

Accredited investors can invest as much as they want. But if you are NOT an accredited investor, your investment limit depends on either your annual income or net worth, whichever is greater. If the number is less than $124,000, you can only invest 5% of it. If both are greater than $124,000 then your investment limit is 10%.

3. How do I calculate my net worth?

To calculate your net worth, just add up all of your assets and subtract all of your liabilities (excluding the value of the person’s primary residence). The resulting sum is your net worth.

4. What are the tax implications of an equity crowdfunding investment?

We cannot give tax advice, and we encourage you to talk with your accountant or tax advisor before making an investment.

5. Who can invest in a Regulation CF Offering?

Individuals over 18 years of age can invest.

6. There will always be some risk involved when investing in a startup or small business.

The earlier you invest, the more risk that is usually present. If a company goes out of business, your ownership interest could lose all value. Your shares may not have voting rights or you may have limited voting power to direct the company due to dilution over time. You may have to wait five to seven years (if ever) for an exit via acquisition, IPO, etc. Because early-stage companies are still in the process of perfecting their products, services, and business model, nothing is guaranteed. That’s why startups should only be part of a more balanced, overall investment portfolio.

7. The Common Stock (the “Shares”) of Fisher Wallace Laboratories (the “Company”) is not publicly-traded.

As a result, the shares cannot be easily traded or sold. As an investor in a private company, you typically look to receive a return on your investment under the following scenarios: (i) the Company gets acquired by another company, or (ii) the Company goes public (makes an initial public offering). In those instances, you receive your pro-rata share of the distributions that occur, in the case of acquisition, or you can sell your shares on an exchange. These are both considered long-term exits, taking approximately 5-10 years (and often longer) to see the possibility for an exit. It can sometimes take years to build companies. Sometimes there will not be any return as a result of business failure. Shares sold via Regulation Crowdfunding offerings have a one-year lockup period before those shares can be sold under certain conditions.

8. Exceptions to limitations on selling shares during the one-year lockup period:

In the event of death, divorce, or similar circumstance, shares can be transferred to:
• The company that issued the securities
• An accredited investor
• A family member (child, stepchild, grandchild, parent, stepparent, grandparent, spouse or equivalent, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law, including adoptive relationships)

9. What happens if a company does not reach their funding target?

If a company does not reach their minimum funding target, all funds will be returned to the investors after the close of the offering.

10. How can I learn more about a company’s offering?

All available disclosure information can be found on the offering pages for our Regulation Crowdfunding offering.

11. What if I change my mind about investing?

You can cancel your investment at any time, for any reason, until 48 hours prior to a closing occurring. If you’ve already funded your investment and your funds are in escrow, your funds will be promptly refunded to you upon cancellation. To submit a request to cancel your investment please email: info@dealmakersecurities.com

12. How do I keep up with how the company is doing?

At a minimum, the company will be filing with the SEC and posting on it’s website an annual report, along with certified financial statements. Those should be available 120 days after the fiscal year end. If the company meets a reporting exception, or eventually has to file more reported information to the SEC, the reporting described above may end. If these reports end, you may not continually have current financial information about the company.

13. What relationship does the company have with DealMaker Securities?

Once an offering ends, the company may continue its relationship with DealMaker Securities for additional offerings in the future. DealMaker Securities’ affiliates may also provide ongoing services to the company. There is no guarantee any services will continue after the offering ends.

 



Discussion


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Contact Us

Fisher Wallace Laboratories
630 Flushing Avenue, Suite 104
Brooklyn, NY 11206

Citations

  • National Health and Resilience in Veterans Study (NHRVS). Prevalence of mental-health conditions among U.S. veterans, including anxiety, depression, and insomnia. Updated analysis.
  • U.S. Department of Veterans Affairs. “Nearly two in five U.S. veterans meet criteria for clinical or subthreshold insomnia.” VA-affiliated population sleep-health research report.
  • Operation Enduring Freedom / Operation Iraqi Freedom / Operation New Dawn Veteran Cohort Study. “41% screened positive for at least one mental-health condition (anxiety, depression, PTSD, SMI, or SUD).” Nationally representative U.S. veteran survey.
  • Military Health System Sleep Research Review. “Insomnia prevalence in active-duty uniformed service members is estimated to be nearly 50%.”
  • U.S. Department of Defense – Psychological Health Center of Excellence. “Approximately 12% current major depression prevalence in active-duty personnel.”
  • Military Sleep Duration Surveillance Study. “41% of active-duty service members report fewer than five hours of sleep per night,” indicating pervasive insomnia and sleep disturbance.
  • SAMHSA. 2021 NSDUH Annual Report. 2022.
  • NIMH. Major Depression. 2022.
  • NIMH. Any Anxiety Disorder. 2022.
  • CDC. Sleep Difficulties Among Adults: United States, 2020. NCHS Data Brief No. 436. 2022.
  • American Academy of Sleep Medicine. 12% of Americans diagnosed with chronic insomnia. June 2024.
  • Gooch CL, Pracht E, Borenstein AR. Burden of neurological disease in the U.S. Ann Neurol. 2017;81(4):479–484.
  • GBD 2017 U.S. Neurological Disorders Collaborators. Burden of neurological disorders across the U.S., 1990–2017. JAMA Neurol. 2021;78(2):165–176.
  • WHO. Mental Disorders Fact Sheet (2019 data). Updated 2023.
  • WHO. Depression Fact Sheet (2019 data). Updated 2024.
  • GBD 2021 Nervous System Disorders Collaborators. Global burden of disorders affecting the nervous system, 1990–2021. Lancet Neurol. 2024;23(4):344–381.
  • Morin CM, Jarrin DC. Epidemiology of Insomnia. Sleep Med Clin. 2022;17(2):173–191.
  • Caponnetto V, et al. Comorbidities of primary headache disorders. J Headache Pain. 2021;22(1):71.
  • Hackett ML, Pickles K. Depression after stroke: meta-analysis. Int J Stroke. 2014;9(8):1017–25.
  • Broen MPG, et al. Prevalence of anxiety in Parkinson’s disease. Mov Disord. 2016;31(8):1125–33.
  • Cong S, et al. Depression in Parkinson’s disease. J Affect Disord. 2022;301:342–358.

 

Explanation of Perks, Disclaimers, and Broker-Dealer Information

Perk Eligibility

Only investors who have not previously qualified to receive an OAK® coupon in a prior offering shall qualify to receive an OAK® coupon for a total investment amount of at least $1,995.38 ($2,065.22 with the 3.5% Investor Processing Fee) in this Offering. Only one OAK® coupon will be granted per investor, regardless of how many investments an investor makes in this Offering. (The coupon relates to the Company’s Version 2 device, which remains in development).

Perks are based on both timing and investment amount as follows:

Time of the Investment following Campaign Launch
Investment Amount
Perk

Days 1–7
$100.89 – $1,984.17
135% Bonus Shares

Days 1–7
$1,995.38 – $4,999.66
175% Bonus Shares + OAK® Coupon

Days 1–7
$5,010.87 – $9,999.32
195% Bonus Shares + OAK® Coupon

Days 1–7
$10,010.53 and above
215% Bonus Shares + OAK® Coupon

Days 8–21
$100.89
No perks

Days 8–21
$112.10 – $1,984.17
125% Bonus Shares

Days 8–21
$1,995.38 – $4,999.66
165% Bonus Shares + OAK® Coupon

Days 8–21
$5,010.87 – $9,999.32
185% Bonus Shares + OAK® Coupon

Days 8–21
$10,010.53 and above
200% Bonus Shares + OAK® Coupon

Perks will be calculated for each investor based on the total investment amount. If an investor invests multiple times in this Offering, the combined amount of signed and completed investments will determine what perks the investor receives. Perks will be calculated and assigned to investors after this Offering is completed. See Footnote 3 below for more information regarding the qualification to receive an OAK® coupon.

We are completing the proof of design (prototyping) phase for OAK® (Version 2 Device) and are seeking FDA clearance required for commercial distribution, and expect to commence manufacturing and distribute investigational devices for usability testing, confirmatory testing, and pilot studies in 2025 and 2026, prior to commercially distributing the device under regulatory approval; there may be design and production delays which delay manufacturing or distribution. In addition, we may not successfully complete the design and manufacturing or obtain necessary FDA clearance or approvals for the product, in which case the device may never be delivered. We therefore assign no value to this coupon.

Only investors that have not previously qualified to receive an OAK® coupon in a prior offering shall qualify to receive an OAK® coupon for a total investment amount of at least $1,995.38 ($2,065.22 with the 3.5% Investor Processing Fee) in this Offering. Only one OAK® coupon will be granted per investor, regardless of how many investments an investor makes in this Offering.

Days 1–7 include the day this Offering is launched (the “Launch Date”) through 11:59:59 pm Eastern Standard Time (“EST”) (03:59:59 am Coordinated Universal Time (“UTC”) on the 7th day following the Launch Date (February 6, 2026)). Days 8–21 commence at 12:00 am EST (04:00 am UTC on the 8th day following the Launch Date (February 7, 2026)), and end at 11:59:59 pm EST (03:59:59 am UTC) on the 21st day following the Launch Date (February 20, 2026) (the “Offering Deadline”).

The Maximum Investment permitted for a single investor is $129,656.26 (including the Investor Processing Fee).

No Guarantee of FDA Clearance or Manufacturing

There is no guarantee that OAK® will be manufactured or that regulatory permission (such as FDA approval or clearance) that may be required to distribute OAK® commercially will be granted. At present, some neuromodulation devices intended for wellness are commercially available without a prescription and are not regulated as medical devices; however, these requirements may change. Regulatory permission to distribute OAK® may not be granted, and if granted, a prescription may be required.

Risks of Investing in Startups

Crowdfunding investments in private placements—and startup investments in particular—are speculative and involve a high degree of risk. Investors who cannot afford to lose their entire investment should not invest in startups. Companies seeking startup investment through equity crowdfunding tend to be in earlier stages of development, and their business model, products, and services may not yet be fully developed, operational, or tested in the public marketplace.

There is no guarantee that the stated valuation and other terms are accurate or in agreement with market or industry valuations. Any past performance described is not indicative of future results. Further, investors may receive illiquid and/or restricted stock that may be subject to holding period requirements and liquidity concerns.

Broker-Dealer Information

DealMaker Securities LLC, a registered broker-dealer and member of FINRA and SIPC, located at 30 East 23rd Street, 2nd Floor, New York, NY 10010, is the Intermediary for this Offering and is not an affiliate of or connected with the Issuer. Please check our background on FINRA’s BrokerCheck.

DealMaker Securities LLC:

Does not make investment recommendations.

Is not placing or selling these securities on behalf of the Issuer.

Is not soliciting this investment or making any recommendations by collecting, reviewing, and processing investor documentation.

Conducts Anti-Money Laundering, Identity, and Bad Actor Disqualification reviews of the Issuer and confirms it is a registered business in good standing, but does not vet or approve the information provided by the Issuer.

Contact information is provided for investors to make inquiries and requests regarding Regulation CF generally, or the status of such investor’s submitted documentation. DealMaker Securities LLC may direct investors to specific sections of the Offering Circular but does not opine on issuer-related matters.

Forward-Looking Statements

This website, as well as the Offering Circular, Form C, and any documents contained therein (collectively, the “Materials”) contains forward-looking statements and are subject to risks and uncertainties. All statements other than statements of historical fact or relating to present facts or current conditions included in the Materials are forward-looking statements. Forward-looking statements give our current reasonable expectations and projections regarding our financial condition, results of operations, plans, objectives, future performance and business. You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts.

These statements may include words such as “anticipate,” “estimate,” “expect,” “project,” “plan,” “intend,” “believe,” “may,” “should,” “can have,” “likely,” and other words and terms of similar meaning.

The forward-looking statements contained in the Materials are based on reasonable assumptions made in light of industry experience, historical trends, current conditions, expected future developments, and other factors believed appropriate under the circumstances. These statements are not guarantees of performance or results, and actual outcomes may differ materially.

Investors are cautioned not to place undue reliance on these forward-looking statements. Any forward-looking statements are accurate only as of the date of the Materials. Except as required by law, no obligation is undertaken to update or revise any forward-looking statements.

Past performance is not indicative of future results. Investment is speculative, illiquid, and high risk. Read the Offering Circular for more information.