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Correspondence 0001213900-24-099795 from Health In Tech, Inc. (HIT)

Health In Tech, Inc.
Date: Nov. 18, 2024 · CIK: 0002019505 · Accession: 0001213900-24-099795

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File numbers found in text: 333-281853

Referenced dates: November 15, 2024

Date
November 18, 2024
Author
/s/ Alexandria E. Kane
Form
CORRESP
Company
Health In Tech, Inc.

Letter

Via Edgar Washington, D.C. 20549 Re: Health In Tech, Inc. Amendment No. 4 to Form S-1 filed November 6, 2024 File No. 333-281853

Dear Messrs. Schiffman and Lopez:

On behalf of our client, Health In Tech, Inc. (the “Company” or “HIT”), we hereby provide a response to the comment issued in a letter dated November 15, 2024 (the “Staff’s Letter”) regarding the Company’s Registration Statement on Form S-1 (the “Registration Statement”). Contemporaneously, we are filing a revised Registration Statement via Edgar (the “Amended Registration Statement”).

For ease of reference, the comments contained in the Staff’s Letter are reproduced below and are followed by the Company’s response.

Amendment No. 4 to the Form S-1

Principal Stockholders, page 91

1. We note the preliminary statement that the disclosure in this section is based “solely upon information made available” to you. Please clarify the source of the information and revise to avoid directly or indirectly disclaiming responsibility for the disclosure.

Response: Page 91 of the Amended Registration Statement has been revised in response to the Staff’s comment. All of the Company’s outstanding securities were issued directly by the Company pursuant to agreements which contain restrictions on the transfer of such securities, and which would prevent the holder from transferring the securities to third parties. The beneficial ownership presented in the Principal Stockholders section is consistent with the Company’s stock ledger.

Please call me at 212 407-4017 if you would like additional information with respect to any of the foregoing. Thank you.

Sincerely,
/s/ Alexandria E. Kane

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CORRESP
1
filename1.htm

    Alexandria
    E. Kane

    Partner

    345 Park
    Avenue

    New York, NY 10154

    Direct

    Main

    Fax

    akane@loeb.com
    212.407.4017

    212.407.4000
 212.407.4990

    Via Edgar

November 18, 2024

Todd Schiffman and James Lopez

U.S. Securities & Exchange Commission

100 F Street, NE

Washington, D.C. 20549

    Re:
    Health In Tech, Inc.

    Amendment No. 4 to Form S-1 filed November 6, 2024

    File No. 333-281853

Dear Messrs. Schiffman and Lopez:

On behalf of our client, Health In Tech, Inc.
(the “Company” or “HIT”), we hereby provide a response to the comment issued in a letter dated November 15, 2024
(the “Staff’s Letter”) regarding the Company’s Registration Statement on Form S-1 (the “Registration Statement”).
Contemporaneously, we are filing a revised Registration Statement via Edgar (the “Amended Registration Statement”).

For ease of reference, the comments contained
in the Staff’s Letter are reproduced below and are followed by the Company’s response.

Amendment No. 4 to the Form S-1

Principal Stockholders, page 91

1. We note the preliminary statement that the
disclosure in this section is based “solely upon information made available” to you. Please clarify the source of the information
and revise to avoid directly or indirectly disclaiming responsibility for the disclosure.

Response: Page 91 of the Amended Registration
Statement has been revised in response to the Staff’s comment. All of the Company’s outstanding securities were issued directly
by the Company pursuant to agreements which contain restrictions on the transfer of such securities, and which would prevent the holder
from transferring the securities to third parties. The beneficial ownership presented in the Principal Stockholders section is consistent
with the Company’s stock ledger.

Please call me at 212 407-4017
if you would like additional information with respect to any of the foregoing. Thank you.

Sincerely,

    /s/ Alexandria E. Kane

    Alexandria E. Kane

    Partner