[SCHEDULE 13D/A] Forian Inc. SEC Filing

Rhea-AI Filing Summary

This Amendment No. 2 to a Schedule 13D reports that several related reporting persons led by Max C. Wygod and Emily Bushnell hold meaningful positions in Forian Inc. (Common Stock). The filing uses a 31,112,312 share base to calculate ownership and shows reporting percentages of 12.4% (Max C. Wygod beneficial aggregate 2,530,475 shares), 11% (Emily Bushnell aggregate 3,431,699 shares) and smaller trusts and the estate holding between 0.2% and 4.8%. The amendment discloses a Confidentiality Agreement dated September 29, 2025 under which the parties may exchange information and discuss a potential acquisition of the Issuer and includes standstill provisions. The filing also notes that convertible notes held by the Administrative Trust were repaid on September 1, 2025, and underlying shares are no longer beneficially owned by the Reporting Persons.

Positive

• Confidentiality Agreement dated September 29, 2025 enables formal information exchange and potential acquisition discussions
• Substantial reported holdings: Max C. Wygod 2,530,475 shares (~12.4%) and Emily Bushnell 3,431,699 shares (~11%) based on 31,112,312 outstanding

Negative

• Standstill provisions in the Confidentiality Agreement may limit the Reporting Persons' ability to increase their stake or pursue certain shareholder actions during discussions
• Repayment of convertible notes on September 1, 2025 reduced previously reported beneficial ownership by removing approximately 500,834 issuable shares from the Administrative Trust

Insights

Corporate Transactions Counsel

Confidentiality agreement enables potential acquisition talks and includes standstill terms.

The filing confirms a Confidentiality Agreement dated September 29, 2025 between an affiliate of Mr. Wygod and Forian, which permits exchange of nonpublic information and discussions regarding a possible acquisition.

This is material because it formally documents that negotiations and information sharing may occur; the inclusion of standstill provisions could limit the Reporting Persons' ability to increase their stake or pursue certain actions while talks proceed.

Equity Ownership Analyst

Reporting Persons disclose single-actor and grouped holdings totaling double-digit percentages.

The cover-page data shows Max C. Wygod with an aggregate of 2,530,475 shares (~12.4%) and Emily Bushnell with 3,431,699 shares (~11%) based on 31,112,312 outstanding shares.

The filing also notes other Wygod-related trusts and an estate with additional holdings between 0.2% and 4.8%, and references that consortium arrangements may be deemed a "group," which affects Section 13(d) reporting even though beneficial ownership disclaimers are included.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)

Forian Inc.

(Name of Issuer)

Common Stock, $0.001 par value per share

(Title of Class of Securities)

34630N106

(CUSIP Number)

Creighton Condon
599 Lexington Ave.,
New York, NY, 10022
(212) 848-7628

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

09/29/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 34630N106

1

Name of reporting person

Max C. Wygod

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 1,328,927.00
8	Shared Voting Power 2,530,475.00
9	Sole Dispositive Power 1,328,927.00
10	Shared Dispositive Power 2,530,475.00

11

Aggregate amount beneficially owned by each reporting person

2,530,475.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

12.4 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

ITEM 13 Calculated based on 31,112,312 shares of common stock of the Issuer outstanding as of August 13, 2025, as reported on the Issuer's Quarterly Report on Form 10-Q for the quarter ended June 30, 2025.

SCHEDULE 13D

CUSIP No. 34630N106

1

Name of reporting person

Emily Bushnell

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 901,224.00
8	Shared Voting Power 2,530,475.00
9	Sole Dispositive Power 901,224.00
10	Shared Dispositive Power 2,530,475.00

11

Aggregate amount beneficially owned by each reporting person

3,431,699.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

11 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

ITEM 13 Calculated based on 31,112,312 shares of common stock of the Issuer outstanding as of August 13, 2025, as reported on the Issuer's Quarterly Report on Form 10-Q for the quarter ended June 30, 2025.

SCHEDULE 13D

CUSIP No. 34630N106

1

Name of reporting person

ADMINISTRATIVE TRUST U/ WYGOD FAMILY RV

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 1,040,899.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,040,899.00

11

Aggregate amount beneficially owned by each reporting person

1,040,899.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

3.3 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

ITEM 13 Calculated based on 31,112,312 shares of common stock of the Issuer outstanding as of August 13, 2025, as reported on the Issuer's Quarterly Report on Form 10-Q for the quarter ended June 30, 2025.

SCHEDULE 13D

CUSIP No. 34630N106

1

Name of reporting person

WYGOD FAMILY REV LT U/T/A

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 1,489,576.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,489,576.00

11

Aggregate amount beneficially owned by each reporting person

1,489,576.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.8 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

ITEM 13 Calculated based on 31,112,312 shares of common stock of the Issuer outstanding as of August 13, 2025, as reported on the Issuer's Quarterly Report on Form 10-Q for the quarter ended June 30, 2025.

SCHEDULE 13D

CUSIP No. 34630N106

1

Name of reporting person

Estate of Martin J. Wygod

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 62,849.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 62,849.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

62,849.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.2 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

ITEM 13 Calculated based on 31,112,312 shares of common stock of the Issuer outstanding as of August 13, 2025, as reported on the Issuer's Quarterly Report on Form 10-Q for the quarter ended June 30, 2025.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, $0.001 par value per share
(b)	Name of Issuer: Forian Inc.
(c)	Address of Issuer's Principal Executive Offices: 41 University Drive, Suite 400, Newtown, PENNSYLVANIA , 18940.
Item 1 Comment: This Amendment No. 2 to Schedule 13D ("Amendment No. 2") relates to shares of Common Stock, par value $0.001 per share (the "Common Stock") of Forian Inc., a Delaware corporation (the "Issuer"). This Amendment No. 2 is being filed on behalf of the following persons (collectively, the "Reporting Persons"): Max C. Wygod, an individual and executor of the Estate of Martin J. Wygod, (ii) Emily Bushnell, an individual, (iii) the ADMINISTRATIVE TRUST U/ WYGOD FAMILY RV (the "Administrative Trust"), (iv) the WYGOD FAMILY REV LT U/T/A (the "Family Trust" and together with the Administrative Trust, the "Wygod Trusts") and (v) the Estate of Martin J. Wygod and amends the Statement on Schedule 13D filed by the Reporting Persons on January 27, 2025 ("Initial Schedule 13D"), as previously amended by Amendment No. 1 to the Initial Schedule 13D filed by the Reporting Persons on August 25, 2025 ("Amendment No. 1").
Item 4.	Purpose of Transaction
	Item 4 of this Schedule 13D is hereby amended and supplemented by adding the following text: On September 29, 2025, 2025 Acquisition Corporation, an affiliate of Max Wygod, entered into a confidentiality agreement (the "Confidentiality Agreement") with the Issuer, pursuant to which the parties agreed to certain mutual confidentiality restrictions and the Reporting Persons agreed to certain standstill provisions. In connection with the Confidentiality Agreement, the Reporting Persons and Issuer may share information and have discussions regarding the matters set forth above, including the potential acquisition by the Reporting Persons of the Issuer, and the Reporting Persons may make proposals to the Issuer in connection therewith. A copy of the Confidentiality Agreement is filed herewith as Exhibit 99.3.
Item 5.	Interest in Securities of the Issuer
(a)	The information set forth on the cover pages of this Amendment No. 2 is incorporated herein by reference. The percentages used in this Amendment No. 2 are calculated based upon an aggregate of 31,112,312 shares of common stock of the Issuer outstanding as of August 13, 2025, as reported on the Issuer's Quarterly Report on Form 10-Q for the quarter ended June 30, 2025.
(b)	See rows (7) through (10) of the cover pages to Amendment No. 2 for the number of shares of Common Stock as to which each Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition. The Administrative Trust previously held 500,834 shares issuable upon conversion of convertible notes that were issued on September 1, 2021 (the "Notes"). On September 1, 2025, the Notes were repaid according to their terms and the share counts have been updated in the Amendment No. 2 to reflect that the underlying shares are no longer beneficially owned by the Reporting Persons. Because of the arrangements in the Consortium Agreement (as defined in Item 4 of the Amendment No. 1), the members of the Consortium (as defined in Item 4 of the Amendment No. 1) may be deemed to have formed a "group" for purposes of Section 13(d)(3) of the Act. Neither the filing of this Schedule 13D nor any of its contents, however, shall be deemed to constitute an admission by any Reporting Person that it is the beneficial owner of any of the 20,654,385 shares of Common Stock beneficially owned in the aggregate by consortium members other than such shares that it has reported as beneficially owned by it on this Schedule 13D for purposes of Section 13(d) of the Act or for any other purpose, and such beneficial ownership is expressly disclaimed.
(c)	Except as set forth in this Schedule 13D, there have been no transactions in the Common Stock effected during the past 60 days by the Reporting Persons.
(d)	To the knowledge of the Reporting Persons, no person other than the Reporting Persons has the right to receive or the power to direct the receipt of dividends from, or proceeds from the sale of, the shares beneficially owned by the Reporting Persons.
(e)	Not applicable.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Item 6 of this Schedule 13D is hereby amended and supplemented by adding the following text: The description of the Confidentiality Agreement set forth in Item 4 of this of this Amendment No. 2 is incorporated herein by reference.
Item 7.	Material to be Filed as Exhibits.
	Exhibit 99.1* - Offer Letter, dated August 25, 2025 (incorporated by reference to Exhibit 99.1 to the Schedule 13D/A filed by the Reporting Persons with the SEC on August 25, 2025). https://www.sec.gov/Archives/edgar/data/1829280/000094787125000797/ss5247285_ex9901.htm Exhibit 99.2* - Consortium Agreement, dated August 25, 2025 incorporated by reference to Exhibit 99.1 to the Schedule 13D/A filed by the Reporting Persons with the SEC on August 25, 2025). https://www.sec.gov/Archives/edgar/data/1829280/000094787125000797/ss5247285_ex9902.htm Exhibit 99.3 - Confidentiality Agreement, dated September 29, 2025 Exhibit 99.4 - Power of Attorney for Emily Bushnell, dated as of October 2, 2025 * Previously filed

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Max C. Wygod

Signature:	/s/ Max C. Wygod
Name/Title:	Max C. Wygod
Date:	10/02/2025

Emily Bushnell

Signature:	/s/ Max C. Wygod
Name/Title:	Max C. Wygod / Attorney-in-fact for Emily Bushnell
Date:	10/02/2025

ADMINISTRATIVE TRUST U/ WYGOD FAMILY RV

Signature:	/s/ Max C. Wygod
Name/Title:	Max C. Wygod, Co-Trustee
Date:	10/02/2025

Signature:	/s/ Max C. Wygod
Name/Title:	Max C. Wygod / Attorney-in-fact for Emily Bushnell, Co-Trustee
Date:	10/02/2025

WYGOD FAMILY REV LT U/T/A

Signature:	/s/ Max C. Wygod
Name/Title:	Max C. Wygod, Co-Trustee
Date:	10/02/2025

Signature:	/s/ Max C. Wygod
Name/Title:	Max C. Wygod / Attorney-in-fact for Emily Bushnell, Co-Trustee
Date:	10/02/2025

Estate of Martin J. Wygod

Signature:	/s/ Max C. Wygod
Name/Title:	Max C. Wygod, Executor
Date:	10/02/2025

FAQ

What stake do the reporting persons hold in Forian (FORA)?

Based on 31,112,312 shares outstanding, the filing reports Max C. Wygod beneficially owns 2,530,475 shares (~12.4%) and Emily Bushnell beneficially owns 3,431,699 shares (~11%), with additional Wygod-related trusts and the estate holding smaller percentages.

What material agreement is disclosed in this Amendment No. 2?

The filing discloses a Confidentiality Agreement dated September 29, 2025 between an affiliate of Max Wygod and Forian, permitting information exchange and discussions about a potential acquisition and including standstill provisions.

Did the Reporting Persons recently change their holdings?

Yes. The Administrative Trust previously held shares issuable upon conversion of convertible notes; those Notes were repaid on September 1, 2025, and the underlying shares are no longer beneficially owned by the Reporting Persons.

Does the filing say the Reporting Persons formed a group?

The filing states that, because of Consortium Agreement arrangements, consortium members may be deemed a 'group' under Section 13(d)(3); however, the Reporting Persons expressly disclaim being the beneficial owner of shares reported as owned by other consortium members.

What is the share count used to calculate percentages?

All percentages in this Amendment No. 2 are calculated using 31,112,312 shares of common stock outstanding, as of August 13, 2025, per the Issuer's quarterly report for the quarter ended June 30, 2025.