Forian (FORA) CSO Dublin reports full share cancellation in merger

Rhea-AI Filing Summary

Forian Inc. director and Chief Strategy Officer Adam H. Dublin reported dispositions of common stock in connection with the company’s merger and going‑private transaction. On May 15, 2026, entities associated with Dublin and his direct holdings transferred a total of several million shares back to the issuer at a stated price of $0.00 per share as “dispositions to issuer,” leaving zero reported shares owned after the transactions. The footnotes explain that Dublin had previously contributed all his Forian shares into 2025 Acquisition Company, LLC, which completed a tender offer and merger that made Forian a wholly owned subsidiary. Unvested restricted stock units were cancelled at the merger’s effective time and converted into a cash right equal to the number of units multiplied by $2.17 per share.

Insights

Equity compensation and M&A specialist

Large insider stake cancelled in going‑private merger; economic terms set by prior deal.

The filing shows Adam H. Dublin and related entities disposing of all reported Forian common stock as a “disposition to issuer” at $0.00 per share. This reflects mechanical cancellation of shares in a completed tender offer and merger, not an open‑market sale.

Footnotes describe a signed Agreement and Plan of Merger, a tender offer, and Forian becoming a wholly owned subsidiary of 2025 Acquisition Company, LLC. Earlier, Dublin had contributed his shares into that parent entity, so the Form 4 records cleanup of positions as the merger closed.

Unvested restricted stock units were converted into cash based on a fixed formula of shares times $2.17, aligning insider equity awards with the merger consideration. Subsequent company disclosures would typically detail broader terms for all shareholders affected by the transaction.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Dublin Adam H

Role Chief Strategy Officer

Type	Security	Shares	Price	Value
Disposition	Common Stock	2,455,533	$0.00	--
Disposition	Common Stock	250,000	$0.00	--
Disposition	Common Stock	1,831,526	$0.00	--

Holdings After Transaction: Common Stock — 0 shares (Direct, null); Common Stock — 0 shares (Indirect, Adam Dublin Family Trust)

Footnotes (1)

1. On April 2, 2026, Forian Inc., a Maryland corporation (the "Issuer"), entered into that certain Agreement and Plan of Merger (the "Merger Agreement") with 2025 Acquisition Company, LLC, a Delaware limited liability company ("Parent"), and Bravo Merger Sub, Inc., a Maryland corporation and wholly owned subsidiary of Parent ("Merger Sub"). Concurrently with the execution of the Merger Agreement, the Reporting Person and other members of a consortium entered into that certain Amendment to the Consortium Agreement, dated as of August 25, 2025, pursuant to which, among other things, the Reporting Person contributed all shares of the Issuer's common stock (the "Shares") held by the Reporting Person to Parent. On May 15, 2026, pursuant to the terms of the Merger Agreement, Parent and Merger Sub completed a tender offer for the Shares, followed by the merger of Merger Sub with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), each Share held by Parent as of immediately prior to the Effective Time was cancelled without any consideration payable therefor. Represents unvested restricted stock units ("RSU"). At the Effective Time, each unvested RSU or portion thereof that was outstanding as of immediately prior to the Effective Time was cancelled and converted into a right to receive an amount in cash equal to the product of (i) the total number of Shares subject to such unvested RSU immediately prior to the Effective Time multiplied by (ii) $2.17. These shares were held in a trust for the benefit of the reporting person's children. The reporting person's spouse is co-trustee of the trust.

Key Figures

Indirect shares disposed: 1,831,526 shares Direct shares disposed (block 1): 250,000 shares Direct shares disposed (block 2): 2,455,533 shares +2 more

5 metrics

Indirect shares disposed 1,831,526 shares Common Stock, disposition to issuer via Adam Dublin Family Trust

Direct shares disposed (block 1) 250,000 shares Common Stock, disposition to issuer, direct holding

Direct shares disposed (block 2) 2,455,533 shares Common Stock, disposition to issuer, direct holding

RSU cash conversion rate $2.17 per share Cash per share for unvested RSUs at Effective Time

Disposition transactions count 3 transactions All coded D (Disposition to issuer) on May 15, 2026

Key Terms

Agreement and Plan of Merger, tender offer, restricted stock units ("RSU"), Effective Time, +1 more

5 terms

Agreement and Plan of Merger regulatory

"entered into that certain Agreement and Plan of Merger (the "Merger Agreement")"

An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.

tender offer financial

"completed a tender offer for the Shares, followed by the merger"

A tender offer is a proposal made by a person or company to buy shares from existing shareholders at a set price, usually higher than the current market value, within a specific time frame. It matters to investors because it can lead to a change in ownership or control of a company, and shareholders must decide whether to sell their shares at the offered price.

restricted stock units ("RSU") financial

"Represents unvested restricted stock units ("RSU")."

Effective Time regulatory

"At the effective time of the Merger (the "Effective Time"), each Share"

wholly owned subsidiary financial

"the Issuer surviving the Merger as a wholly owned subsidiary of Parent"

A wholly owned subsidiary is a company whose entire ownership is held by another company (the parent), so the parent controls decisions, operations, and finances. Think of it as a fully controlled branch that runs as its own legal entity but whose results flow straight into the parent’s financial statements; investors watch these structures because they affect consolidated revenue, risk exposure, and how profits, liabilities, and cash flow are allocated across the corporate group.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Dublin Adam H

(Last) (First) (Middle)

C/O FORIAN INC.

41 UNIVERSITY DRIVE, SUITE 400

(Street)

NEWTOWN PENNSYLVANIA 18940

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Forian Inc. [ FORA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Strategy Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/15/2026		D		2,455,533	D	(1)(2)	0	D
Common Stock	05/15/2026		D		250,000(3)	D	(4)	0	D
Common Stock	05/15/2026		D		1,831,526	D	(1)(2)	0	I	Adam Dublin Family Trust(5)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. On April 2, 2026, Forian Inc., a Maryland corporation (the "Issuer"), entered into that certain Agreement and Plan of Merger (the "Merger Agreement") with 2025 Acquisition Company, LLC, a Delaware limited liability company ("Parent"), and Bravo Merger Sub, Inc., a Maryland corporation and wholly owned subsidiary of Parent ("Merger Sub"). Concurrently with the execution of the Merger Agreement, the Reporting Person and other members of a consortium entered into that certain Amendment to the Consortium Agreement, dated as of August 25, 2025, pursuant to which, among other things, the Reporting Person contributed all shares of the Issuer's common stock (the "Shares") held by the Reporting Person to Parent.

2. On May 15, 2026, pursuant to the terms of the Merger Agreement, Parent and Merger Sub completed a tender offer for the Shares, followed by the merger of Merger Sub with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), each Share held by Parent as of immediately prior to the Effective Time was cancelled without any consideration payable therefor.

3. Represents unvested restricted stock units ("RSU").

4. At the Effective Time, each unvested RSU or portion thereof that was outstanding as of immediately prior to the Effective Time was cancelled and converted into a right to receive an amount in cash equal to the product of (i) the total number of Shares subject to such unvested RSU immediately prior to the Effective Time multiplied by (ii) $2.17.

5. These shares were held in a trust for the benefit of the reporting person's children. The reporting person's spouse is co-trustee of the trust.

	/s/ Max C. Wygod, Attorney-in-Fact	05/15/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Forian (FORA) report for Adam H. Dublin?

Forian reported that entities associated with Chief Strategy Officer Adam H. Dublin disposed of all reported common shares as a disposition to the issuer at a stated price of $0.00 per share, tied to the completion of a tender offer and merger transaction.

Why were Adam H. Dublin’s Forian shares cancelled in this Form 4 filing?

Dublin’s shares were cancelled because Forian completed a tender offer and merger with 2025 Acquisition Company, LLC. At the merger’s effective time, shares held by the parent entity were cancelled without consideration, resulting in Dublin’s reported holdings falling to zero shares afterward.

How were Adam H. Dublin’s unvested RSUs in Forian (FORA) treated in the merger?

Unvested restricted stock units were cancelled at the merger’s effective time and converted into a cash right. Each unit became payable in cash equal to the number of underlying shares multiplied by $2.17, aligning award value with the merger’s economic terms per share.

What merger agreement is referenced in Adam H. Dublin’s Forian Form 4?

The Form 4 references an Agreement and Plan of Merger among Forian Inc., 2025 Acquisition Company, LLC as parent, and Bravo Merger Sub, Inc. This agreement governed the tender offer, subsequent merger, and Forian’s conversion into a wholly owned subsidiary of the parent entity.

Did Adam H. Dublin retain any Forian (FORA) common stock after these transactions?

According to the Form 4, the total number of Forian common shares reported as owned after each disposition transaction is zero. This indicates that, following the merger-related cancellations, Dublin no longer held any reported Forian common stock directly or through the referenced trust.

How were shares held in the Adam Dublin Family Trust reported in this Forian filing?

Some Forian shares were held indirectly through the Adam Dublin Family Trust, a trust benefiting his children with his spouse as co‑trustee. Those trust-held shares were also treated as disposed of to the issuer in connection with the merger’s share cancellation mechanics.