[8-K] HEALTHSTREAM INC Reports Material Event

Rhea-AI Filing Summary

HealthStream, Inc. filed an 8-K reporting that on October 8, 2025 the company issued a press release announcing it acquired Virsys12, LLC, a Tennessee limited liability company. The filing states the press release is attached as Exhibit 99.1 and incorporated by reference. No financial terms, purchase price, or changes to management or guidance are disclosed in the filing. The document is limited to the announcement of the acquisition and the exhibit; it does not include financial statements or details about the transaction's expected impact on revenue, expenses, or operations.

Positive

• Acquisition announced — HealthStream confirmed acquisition of Virsys12, LLC on October 8, 2025
• Formal disclosure — Press release filed as Exhibit 99.1, providing an official source for transaction details

Negative

• No financial terms disclosed — the filing includes no purchase price, consideration type, or funding details
• No impact metrics — the filing does not disclose expected effects on revenue, expenses, headcount, or integration timelines

Insights

Corporate Development Analyst

TL;DR: HealthStream announced an acquisition of Virsys12 without financial details.

The filing confirms an acquisition occurred on October 8, 2025, and that the related press release is filed as Exhibit 99.1. This indicates a completed transaction or at least a formal announcement, which is a corporate development event that could affect product offerings or market position.

Key dependencies are the undisclosed purchase price, integration plan, and revenue or cost synergies; those items are not present in the filing and therefore cannot be assessed. Watch for subsequent filings or the Exhibit 99.1 press release to provide concrete metrics and timelines over the near term.

Financial Reporting Specialist

TL;DR: The 8-K is informational only and omits material financial specifics.

The report incorporates a press release by reference but contains no financial statements, pro forma information, or disclosures about the accounting treatment of the acquisition. Without such details, investors cannot evaluate the deal's immediate impact on results or balance sheet metrics.

Expect potential follow-up disclosures: either an 8-K with financial effects, a Form 8-K amending disclosures, or notes in the next periodic filing; these would clarify materiality within the next reporting cycle.

false 0001095565 0001095565 2025-10-08 2025-10-08

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 9, 2025 (October 8, 2025)

HealthStream, Inc.

(Exact name of Registrant as Specified in Its Charter)

Tennessee	000-27701	62-1443555
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
500 11th Avenue North, Suite 850, Nashville, Tennessee		37203
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: 615-301-3100

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each Class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock (Par Value $0.00)		HSTM		Nasdaq Global Select Market

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐  

Item 8.01 Other Events

On October 8, 2025, HealthStream, Inc., a Tennessee corporation (the “Company”), issued a press release announcing the Company’s acquisition of Virsys12, LLC, a Tennessee limited liability company. A copy of the press release is filed as Exhibit 99.1 and is incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit Number		Description
99.1*		Press Release Dated October 8, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

*         Furnished herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	HealthStream, Inc.
Date: October 8, 2025	By:	/s/ Scott A. Roberts
		Scott A. Roberts
		Chief Financial Officer

FAQ

What did HealthStream (HSTM) announce on October 8, 2025?

The company announced the acquisition of Virsys12, LLC and filed a press release as Exhibit 99.1 incorporated by reference.

Does the 8-K disclose the purchase price for Virsys12?

No. The filing does not disclose any purchase price or financial terms.

Are there any financial statements or pro forma results included for the acquisition?

No. The 8-K contains no financial statements, pro forma information, or accounting treatment for the transaction.

Where can investors find more details about the Virsys12 acquisition?

The press release attached as Exhibit 99.1 to the 8-K should contain additional details; investors should review that exhibit when available.

Did the filing indicate any management changes related to the acquisition?

No. The filing does not mention any changes to management or governance tied to the acquisition.