Forian Inc SEC Filings

Form 3 filing by Caroline Strickland McGrail, General Counsel of Forian Inc. (FORA). The report, covering the 09/08/2025 event, discloses that the reporting person does not beneficially own any securities of the issuer. The form is signed by Caroline McGrail on 09/24/2025 and provides the reporting person's Newtown, PA business address.

Forian Inc. (FORA) insider report: Michael Vesey, Chief Financial Officer, reported a transaction dated 09/02/2025 in which 3,300 shares of Common Stock were disposed under code F and a reported price of $2.11 per share. The filing states these shares were withheld by the issuer to satisfy tax withholding obligations in connection with the net settlement of vested restricted stock units, and not sold on the market. Following the transaction, Vesey beneficially owns 630,382 shares. The form is signed 09/04/2025.

Consortium delivers non-binding going-private proposal for Forian Inc. A group of related investors led by Max C. Wygod and other reporting persons delivered an Offer Letter to Forian's board proposing to acquire all outstanding common stock not owned by the Consortium in a going-private transaction. The members executed a Consortium Agreement dated August 25, 2025, to govern cooperation; copies are filed as Exhibits 99.1 and 99.2. The filing reports individual beneficial ownership stakes, including Max C. Wygod (14.7%), Anthony Vuolo (12.9%), and other consortium-affiliated trusts and persons, calculated on 31,112,312 outstanding shares. The Offer Letter is non-binding, any transaction would require special committee approval and definitive documentation, financing sources are not finalized, and consummation would terminate Forian's Nasdaq registration if completed.

Amendment No. 1 to Schedule 13D for Forian Inc. (FORA) reports that a consortium including Max C. Wygod, Emily Bushnell, two Wygod family trusts and the Estate of Martin J. Wygod delivered a non-binding offer letter on August 25, 2025 proposing a going-private acquisition of all outstanding common stock not owned by the consortium. The filing states the consortium entered a Consortium Agreement governing cooperation and exclusivity in pursuing the Proposed Transaction. The consortium members collectively report up to 14.7% beneficial ownership (4,360,236 shares by Max Wygod) and individual holdings including 12.6% (3,932,533 shares) by Emily Bushnell and trust holdings of 5.0% and 4.8%. Funding is expected from personal resources, third-party financing and the company’s cash, but terms are not finalized. The Offer Letter is non-binding and any transaction would be conditioned on a disinterested special committee and definitive agreements.

Forian Inc. filed a Registration Statement on Form S-8 to register securities for its employee benefit/equity incentive plan. The filing incorporates the company’s certificate of incorporation and bylaws by reference, includes the Forian Inc. 2020 Equity Incentive Plan and a Second Amendment to that plan, and attaches legal opinion and consent letters from Duane Morris LLP and Marcum LLP. The filing grants powers of attorney to Max Wygod and Adam Dublin to sign and file amendments on behalf of the registrant, and it is signed by the company’s CEO, CFO and board members.

Forian Inc. reported revenue of $7,476,140 for the three months ended June 30, 2025, up $2,699,039 from the prior year period, driven by the Kyber acquisition and organic growth. The company reported a quarterly net income of $224,793 but a six‑month net loss of $(901,069). Cash and cash equivalents were $5,369,817 and marketable securities (U.S. Treasury bills) totaled $30,279,208, giving strong short‑term liquidity. Total assets were $48,462,637 with total liabilities of $17,520,976 and stockholders' equity of $30,941,661.

The Kyber acquisition generated a recorded bargain purchase gain of $1,204,830 and Kyber contributed $1,859,566 and $3,552,913 of revenue for the three and six months ended June 30, 2025. The company discloses vendor licensing risks from a supplier exit and ongoing contract obligations totaling $12,701,625.

Forian Inc. (FORA) furnished a press release on August 13, 2025 announcing its financial results for the quarter ended June 30, 2025. The press release is attached as Exhibit 99.1 and the Cover Page Interactive Data File is provided as Exhibit 104. The company states that the information furnished under Item 2.02, including Exhibit 99.1, is not deemed "filed" for purposes of Section 18 of the Exchange Act and will not be incorporated by reference in other filings except as expressly stated. The report is signed by Michael Vesey, Chief Financial Officer. The detailed financial figures are contained in the furnished press release rather than within the body of this Form 8-K.