Forian (FORA) General Counsel disposes 150,000 RSUs at $2.17 in merger

Rhea-AI Filing Summary

Forian Inc. General Counsel Caroline Strickland McGrail reported a disposition of 150,000 shares of common stock, reflecting unvested restricted stock units (RSUs) canceled in connection with the company’s merger. These RSUs were converted into a cash right based on a price of $2.17 per share at the merger’s effective time, leaving her with 0 shares directly owned after the transaction.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider McGrail Caroline Strickland

Role General Counsel

Type	Security	Shares	Price	Value
Disposition	Common Stock	150,000	$0.00	--

Holdings After Transaction: Common Stock — 0 shares (Direct, null)

Footnotes (1)

1. Represents unvested restricted stock units ("RSU"). Pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), dated April 2, 2026, by and between Forian Inc., a Maryland corporation (the "Issuer"), 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"), on May 15, 2026, Merger Sub merged 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 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.

Key Figures

RSUs disposed: 150,000 shares RSU cash price: $2.17 per share Shares after transaction: 0 shares +1 more

4 metrics

RSUs disposed 150,000 shares Unvested RSUs canceled and converted to cash in merger

RSU cash price $2.17 per share Cash amount per RSU at merger effective time

Shares after transaction 0 shares Direct holdings of General Counsel following disposition

Transaction code D (Disposition to issuer) Non-derivative common stock transaction

Key Terms

restricted stock units ("RSU"), Agreement and Plan of Merger, Effective Time, disposition to issuer

4 terms

restricted stock units ("RSU") financial

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

Agreement and Plan of Merger regulatory

"Pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), dated April 2, 2026"

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.

Effective Time regulatory

"At the effective time of the Merger (the "Effective Time"), each unvested RSU ... was cancelled"

disposition to issuer financial

"transaction_action": "issuer disposition""

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^*

McGrail Caroline Strickland

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	General Counsel

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		150,000(1)	D	(2)	0	D

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

2. Pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), dated April 2, 2026, by and between Forian Inc., a Maryland corporation (the "Issuer"), 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"), on May 15, 2026, Merger Sub merged 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 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.

	/s/ Caroline McGrail	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 Caroline Strickland McGrail?

Forian General Counsel Caroline Strickland McGrail reported disposing of 150,000 shares of common stock. These represented unvested RSUs that were canceled and converted into a cash right at the effective time of Forian’s merger, rather than an open-market stock sale.

How many Forian (FORA) shares does the General Counsel hold after this Form 4?

After the reported transaction, Caroline Strickland McGrail directly holds 0 shares of Forian common stock. The filing shows 150,000 unvested RSUs were canceled and converted into a cash payment right as part of the company’s merger structure.

What was the cash value basis for Forian (FORA) RSUs in the merger?

Each unvested RSU was converted into a right to receive cash based on $2.17 per share. The cash amount equals the number of RSUs outstanding immediately before the effective time multiplied by this $2.17 cash consideration per share.

Was the Forian (FORA) insider transaction an open-market sale of shares?

No, the transaction was coded as a disposition to the issuer, not an open-market sale. Unvested RSUs were canceled at the merger effective time and converted into a contractual right to receive cash based on $2.17 per share.

How is the Forian (FORA) merger described in the insider filing?

The filing states that Bravo Merger Sub, Inc. merged with and into Forian Inc., with Forian surviving as a wholly owned subsidiary of 2025 Acquisition Company, LLC. At the merger’s effective time, outstanding unvested RSUs were canceled and converted into cash rights.