Every 8-K that LOGICMARK INC (LGMK) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow LGMK and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full LGMK filings page.
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designations on October 9, and its Series J designation on October 13; no shares of those series were outstanding when withdrawn.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. agreed to be acquired by Langham Project, LLC through a merger in which Langham Merger Sub will merge into LogicMark, making it a wholly owned subsidiary. Under the Merger Agreement, each share of common stock is to be converted into the right to receive $1.31 in cash, while outstanding warrants will be cancelled and options cashed out for their in-the-money value.
If the merger closes, the Company expects to redeem all Series C preferred shares for approximately $2 million plus accrued interest from cash on hand and then terminate its Rights Agreement. Closing is subject to shareholder approvals, a cap of 1% on dissenting shares and other customary conditions. Parent will cover $1.5 million of transaction expenses, and LogicMark would owe a $150,000 fee if it terminates under its fiduciary out. After closing, LogicMark and Parent intend that LogicMark deregister via Form 15 and end OTC quotation.
LogicMark, Inc. entered into a Securities Purchase Agreement with an institutional investor to sell 250,000 Series J Convertible Preferred Shares at $1.00 per share in a private placement exempt under Section 4(a)(2) and Rule 506(b). Each share has a $1.28 stated value, carries two votes, ranks senior to common stock and is convertible after October 30, 2026 at a price equal to 50% of the lowest traded price during the prior 30 trading days, subject to a 4.99% (up to 9.99%) beneficial ownership cap. Holders have a one-time redemption right for stated value on October 30, 2026, and the company may repurchase earlier; certain fundamental transactions trigger automatic conversion and a make‑whole if consideration is below $320,000.
A Voting Agreement requires the investor to vote all Series J shares in favor of board‑recommended proposals at the next shareholder meeting, and a Registration Rights Agreement obligates the company to register resale of conversion shares within 90 days. New employment agreements through August 31, 2028 provide CEO Chia‑Lin Simmons with a $537,500 base salary, bonus eligibility up to 100% of salary, and Restricted Shares sized so she holds 6% of outstanding common stock; CFO Mark Archer receives a $572,000 base salary and Restricted Shares maintaining 2% ownership. Both executives receive change‑in‑control equity protections with single‑trigger vesting, and the CEO is entitled to a Section 4999 excise‑tax gross‑up, alongside severance of 18 months’ salary, benefits, and prorated target bonus upon certain terminations.
LogicMark, Inc. reported strong first quarter 2026 results with revenue of $3.2 million, up 24% from $2.6 million a year earlier, driven by Freedom Alert Mini and Guardian Alert 911 Plus sales. Gross profit rose to $2.2 million, and gross margin expanded to 69.6% from 63.5%, helped by pricing, mix, and lower logistics costs.
Total operating expenses fell 7% to $3.7 million, mainly from lower general and administrative and advertising costs, partly offset by higher B2B-focused selling and marketing. Operating loss narrowed 36% to $1.5 million, and net loss attributable to common stockholders was $1.5 million, or $1.68 per share, versus $93.50 per share after a prior reverse split adjustment.
As of March 31, 2026, LogicMark held $7.5 million in cash and investments and had no long-term debt. Management highlighted progress transitioning from hardware-only products to a connected care platform with AI-enabled fall detection, subscription services, and upcoming launches of a senior-focused wearable watch in the third quarter of 2026 and a connected-home hub currently in beta, while emphasizing disciplined cost management and a growing recurring revenue base.
LogicMark, Inc. reported strong growth for the fourth quarter and full year 2025 while narrowing losses. Fourth quarter revenue was $3.1 million, up 36% from $2.2 million, with gross margin improving to 69.8%. Net loss for the quarter shrank to $1.6 million from $3.7 million.
For 2025, revenue rose 15% to $11.4 million, gross profit increased to $7.6 million, and gross margin held at 66.8%. Full-year net loss improved to $7.5 million from $9.0 million. The company ended 2025 with $9.5 million in cash and investments, $9.7 million in net working capital, and no long-term debt.
Management highlighted momentum from Freedom Alert Mini and Guardian Alert 911 Plus, a growing IP portfolio of more than 45 patents, and a shift toward a broader connected care platform. New offerings in 2026 include a wearable watch and a beta-stage connected home hub. The company expects first quarter 2026 revenue to increase 10% to 15% versus the prior year period.
LogicMark, Inc. furnished materials announcing its financial and operational results for the quarter ended September 30, 2025. The company also hosted an investor webcast on November 12, 2025 to discuss results and corporate developments.
The press release and webcast transcript were provided under Items 2.02 and 7.01 and are furnished, not deemed filed. These materials are included as Exhibits 99.1 (press release dated November 12, 2025) and 99.2 (webcast transcript). The filing includes customary forward-looking statements cautionary language.
LogicMark, Inc. implemented a 1-for-750 reverse stock split of its common stock and Series C preferred stock, effective at 5:00 p.m. ET on October 24, 2025. The common stock will begin trading on the OTCID market on a split-adjusted basis starting October 28, 2025.
The reverse splits do not change the total number of authorized shares. No fractional shares were issued; post-split positions were rounded up to the nearest whole share. The action also has a proportionate effect on all other preferred stock, options, and warrants outstanding as of the effective date. The new CUSIP for the common stock is 67091J800.
Nevada Agency and Transfer Company is serving as exchange agent for the common stock reverse split, and the Company is the exchange agent for the Series C preferred reverse split.
LogicMark (NASDAQ:LGMK) filed a Form 8-K under Item 5.08 to announce that its 2025 annual meeting of stockholders will be held on August 15 2025. The board set June 23 2025 as the record date for voting eligibility. Shareholder proposals and director nominations seeking inclusion in the proxy statement under Rule 14a-8 must be received by the close of business on July 7 2025, while universal proxy notices under Rule 14a-19 are due by July 6 2025. No other material financial or governance changes were disclosed.