LogicMark, Inc.'s SEC filings document a Nevada public company focused on personal emergency response systems, health communications devices and connected-care technology. Recent Form 8-K reports furnish quarterly and fiscal-year financial results, operating highlights, investor webcast materials and general corporate developments tied to the company’s product and channel updates.
The filings also record capital-structure and governance actions, including amendments to articles of incorporation, a completed reverse stock split, withdrawals of Series H and Series I preferred stock designations, shareholder meeting timing, director-nomination procedures and annual proxy matters such as board elections and auditor ratification.
LogicMark, Inc. completed its merger with Langham Merger Sub, Inc. on October 13, 2026, and survived as a wholly owned subsidiary of Langham Project LLC. Each outstanding common share, other than shares held by Langham Project LLC, Langham Merger Sub or LogicMark and shares of stockholders who properly exercised and did not withdraw or otherwise lose dissenters’ rights, converted into the right to receive $1.31 in cash, without interest and subject to applicable withholding taxes. Qualifying dissenting holders were entitled to fair value under Nevada law.
Carine M. Schneider, Barbara K. Gutierrez, Robert A. Curtis and John Pettitt resigned as directors effective October 7, 2026; LogicMark stated their resignations were unrelated to disagreements over its operations, policies or practices. The board approved termination of the 2017 and 2023 stock incentive plans on October 8. At the merger’s effective time, rights under other company equity arrangements, whether vested or unvested, vested, were canceled and converted into the applicable merger consideration. LogicMark withdrew its Series G and Series C preferred-stock designations on October 9, and its Series J designation on October 13; no shares of those series were outstanding when withdrawn.
LogicMark, Inc. reported that its merger agreement proposal received 769,970 votes for, 121,134 against and 171 abstentions at its October 5, 2026 special meeting. The proposal sought approval of the July 31, 2026 merger agreement with Langham Project, LLC and Langham Merger Sub, Inc.; the company said there were sufficient votes to approve it.
A separate non-binding advisory vote on compensation that will or may become payable to named executive officers in connection with the merger received 738,314 votes for, 126,063 against and 26,897 abstentions. The adjournment proposal was not submitted because sufficient votes had been cast to approve the merger agreement proposal. A total of 891,275 votes were represented at the meeting.
LogicMark, Inc. (LGMK) reporting person Kirtan Sanjaykumar Patel, identified as a private investor, reported beneficial ownership of 50,000 shares, or 5.6%, based on 899,759 shares outstanding as reported in the company’s definitive proxy statement dated September 9, 2026. The reported shares include 15,000 held directly, 15,000 in a Roth 401(k), and 20,000 held by a limited liability company; Patel disclaims beneficial ownership of the LLC-held shares except to the extent of his pecuniary interest.
Patel stated that the 50,000 shares were acquired in open-market purchases for an aggregate purchase price of approximately $175,706. He also reported selling 1,080 shares on September 29, 2026, including 320 held in a retirement account, at prices ranging from $1.03 to $1.04 per share in open-market transactions on the OTC market. In connection with the proposed merger, Patel said he voted against it and sent LogicMark notices of intent to demand payment for his shares under Nevada Revised Statutes 92A.300 to 92A.500.
LogicMark, Inc. (LGMK) is asking stockholders to approve a cash merger in which Langham Merger Sub, Inc. will merge into LogicMark, making it a wholly owned subsidiary of Langham Project, LLC and taking the company private. Each share of common stock outstanding at the effective time would be converted into $1.31 in cash, without interest and subject to withholding taxes, while existing warrants are cancelled, stock options are cashed out for their in-the-money value, Series C preferred stock is redeemed or amended, and Series J preferred stock converts into common at a 1-to-0.976 ratio with a make‑whole feature down to an aggregate $320,000. The $1.31 price represents an approximately 156% premium to the unaffected closing price of $0.5119 on July 31, 2026 and a roughly 47% premium to the 90‑day volume‑weighted average closing price through September 4, 2026. Completion is subject to stockholder approvals, customary closing conditions, limits on dissenting shares, and Parent funding (including a $1.5 million cash payment to LogicMark before closing); if completed, the common stock will be deregistered and delisted, and public stockholders will hold only the cash consideration or, if perfected, appraisal rights.
LogicMark, Inc. (LGMK) is asking stockholders to approve a going‑private merger in which Langham Merger Sub, Inc. will merge into LogicMark, leaving LogicMark as a wholly owned subsidiary of Langham Project, LLC. At closing, each share of LogicMark common stock will be converted into the right to receive $1.31 in cash per share, without interest, which the company states is a 156% premium to the unaffected OTC closing price of $0.5119 on July 31, 2026, and a 59% premium to the 90‑day volume‑weighted average price.
All common shares will be cancelled, warrants will be terminated for no consideration unless exercised before closing, and stock options and restricted stock will vest and be cashed out to the extent the exercise price is below the merger price. Series C preferred stock will be redeemed or otherwise eliminated, while 250,000 shares of Series J Preferred Stock issued in a recent private offering convert into common at a 1‑to‑0.976 ratio and carry a make‑whole feature if total consideration is below $320,000.
The board and a special committee of independent directors unanimously determined the transaction is advisable and fair to unaffiliated stockholders, based in part on a fairness opinion from Roth Capital Partners, and recommend voting FOR the merger, the advisory merger‑related compensation proposal, and a possible adjournment. If approved and completed, LogicMark’s common stock will be deregistered and delisted from the OTC, and the company will no longer file Exchange Act reports.
LogicMark, Inc. (LGMK) reported higher sales but continued losses for the quarter and six months ended June 30, 2026, while also agreeing to a go-private merger. Revenue rose to $3.35 million for the quarter and $6.56 million for the first half of 2026, up 17% and 21% from 2025, driven by stronger sales of Freedom Alert Mini, Guardian Alert 911 Plus, and a price increase.
Gross margin improved to 70.2% for the six-month period from 65.6%, reflecting lower shipping and inbound freight costs and pricing actions. Operating expenses fell modestly year over year, mainly from lower general and administrative costs and higher capitalization of development spending, but the company still posted a six‑month operating loss of $3.10 million and a net loss of $3.00 million.
LogicMark ended June 30, 2026 with $3.50 million in cash and equivalents, $3.14 million in U.S. government securities, and working capital of $6.9 million, down from $9.7 million at year-end 2025. Management states it expects to fund operations for at least 12 months. Subsequent to quarter-end, LogicMark sold $250,000 of Series J preferred stock and entered into a merger agreement under which each common share is to be converted into $1.31 in cash, subject to stockholder approval and customary conditions.
LogicMark, Inc. has called a special stockholder meeting on September 25, 2026 to vote on a merger in which Langham Merger Sub, Inc., a subsidiary of Langham Project, LLC, will merge into LogicMark. LogicMark will survive as a wholly owned subsidiary of Langham Project in a going private transaction.
At the effective time, each share of LogicMark common stock will be converted into the right to receive $1.31 in cash per share, without interest, a price the company states is an approximately 256% premium to the unaffected closing price of $0.5119 on July 31, 2026. Company warrants will be cancelled for no consideration, stock options will be cashed out for their in-the-money value from company funds, Series C preferred stock will be redeemed/terminated or amended, and Series J preferred stock will convert into common at a 1-to-0.976 ratio with a make-whole feature if total consideration for those shares is below $320,000.
After completion, the common stock will be delisted from the OTC and LogicMark will cease reporting under the Exchange Act. The Board and its Special Committee unanimously determined the merger and price are fair to stockholders, received a fairness opinion from Roth Capital Partners, LLC, and recommend voting FOR all proposals. Closing requires approval by a majority of the voting power of outstanding capital stock and a separate majority of votes cast excluding Series J, and stockholders have appraisal rights under Nevada law if they properly dissent.
LogicMark, Inc., a Nevada corporation in the health care/biotechnology sector, filed a Form D for a new exempt offering of equity securities and securities issuable upon exercise of related rights under Rule 506(b) of Regulation D. The offering has raised $250,000 with $0 remaining to be sold, and no finders' fees reported. The first sale occurred on 2026-07-28. A purchaser entered into a voting agreement to vote its preferred stock for each board-recommended proposal at LogicMark's next stockholder meeting, including approval of a merger.
LogicMark, Inc. President and CEO Chia-Lin Simmons reported beneficial ownership of 74,965 shares of common stock, representing 8.3% of the class, based on 899,759 shares outstanding as of August 3, 2026. She holds sole voting and dispositive power over these shares, which were granted as restricted stock and other equity compensation between June 2021 and November 2025.
An amended executive employment agreement dated July 27, 2026 requires that she be issued additional shares from time to time so her holdings equal at least 6% of LogicMark's outstanding common stock. Simmons helped approve a July 31, 2026 Agreement and Plan of Merger under which each LogicMark share will be cancelled and converted into the right to receive cash merger consideration, and she intends to vote all of her shares and recommend that shareholders vote "FOR" approval of the merger and related transactions.