[8-K] Streamline Health Solutions, Inc. Reports Material Event

Rhea-AI Filing Summary

Form 144 filing for Etsy, Inc. (ETSY) discloses the planned sale of 1,500 common shares at an estimated aggregate market value of $75,075. The filer intends to execute the transaction on or about 07/01/2025 through UBS Financial Services, Inc. on the NASDAQ exchange.

The same individual—identified by the address "117 Adam Street, Brooklyn, NY 11201"—has already sold 4,500 Etsy shares in the last three months (1,500 shares on each of 04/01/2025, 05/01/2025, and 06/02/2025) for total gross proceeds of $225,140.70.

With 104,282,256 shares outstanding, the new proposed sale represents roughly 0.0014 % of Etsy’s total shares, indicating minimal dilution or ownership impact. No relationship to the issuer or 10b5-1 trading plan details are provided, and the filer affirms no undisclosed material information.

For investors, the filing signals continued, small-scale insider selling; while not material to share count, it may be a sentiment data-point to monitor if selling accelerates or expands in size.

Positive

• None.

Negative

• Continued insider selling: 4,500 shares already sold in the last three months with an additional 1,500 shares planned, which may signal insider caution, albeit at an immaterial scale.

Insights

Securities Analyst

TL;DR Small Form 144: 1,500-share insider sale; cumulative 4,500 shares in 3 months—immaterial to float but worth monitoring sentiment.

The filing shows a pattern of modest, periodic sales by the same insider. Total shares sold (4,500) equal only 0.004 % of shares outstanding, so liquidity or dilution concerns are negligible. However, consistent insider selling—especially absent offsetting purchases—can be interpreted by the market as a lukewarm outlook from management or affiliated personnel. Given the low dollar value (~$75k) and lack of additional context (no role, no 10b5-1 plan disclosed), I view the immediate impact on valuation as neutral. Keep an eye on future Forms 4 or 144 for trend confirmation.

Corporate Governance Expert

TL;DR Filing is routine; governance risk low unless selling pace accelerates.

Rule 144 notices are standard for affiliates disposing of restricted shares. The individual has certified no undisclosed material information. Without the filer’s title or a disclosed trading plan, governance implications hinge on volume and frequency. Current figures are far below thresholds that typically raise red flags. Investors should nonetheless track cumulative insider activity: rapid increases or clustered sales across multiple insiders could suggest diverging views from leadership versus public guidance.

false 0001008586 0001008586 2025-06-26 2025-06-26

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): June 26, 2025

 

Streamline Health Solutions, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware	0-28132	31-1455414
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

 

2400 Old Milton Pkwy., Box 1353

Alpharetta, GA 30009

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (888) 997-8732

 

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:

 

☐ 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))

 

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

 

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, $0.01 par value	STRM	Nasdaq Capital Market

 

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 1.01.         Entry into a Material Definitive Agreement.

 

The information set forth in Item 2.03 of this Current Report on Form 8-K is incorporated by reference into this Item 1.01.

 

Item 2.03.         Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

 

On June 26, 2025, Streamline Health Solutions, Inc. (the “Company”) and certain of its subsidiaries entered into a Seventh Modification (the “Seventh Modification”) to Second Amended and Restated Loan and Security Agreement (as amended, restated, supplemented and otherwise modified from time to time, the “Loan and Security Agreement”) with Western Alliance Bank (“WAB”). The Seventh Modification amended certain financial covenants in the Loan and Security Agreement, including updating the maximum ARR net leverage ratio and minimum adjusted EBITDA thresholds.

 

The Seventh Modification also requires the Company to pay certain fees to WAB in the event advances to the Company or its subsidiaries under the Loan and Security Agreement exceed $2,000,000. The foregoing fees, if any, will be due and payable on the earlier of (i) August 26, 2026, and (ii) the date on which the Company repays in full all obligations due to WAB under the Loan and Security Agreement.

 

The foregoing description of the terms of the Seventh Modification does not purport to be complete and is qualified in its entirety by reference to the full text of the Seventh Modification, which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

 

Item 5.02.         Departure for Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

Transaction Bonuses

 

As previously announced, on May 29, 2025, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Mist Holding Co., a Delaware corporation and the parent company of Hayes Management Consulting LLC d/b/a MDaudit (“Parent”), and MD BE Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”), pursuant to which, upon the terms and subject to the conditions set forth therein, Merger Sub shall merge with and into the Company, with the Company continuing as the surviving corporation and becoming a wholly owned subsidiary of Parent (the “Merger”).

 

On June 27, 2025, in connection with the signing of the Merger Agreement, the board of directors of the Company approved the grant of transaction cash bonuses (the “Transaction Bonuses”) to certain executive officers of the Company, including a cash bonus of $75,000 to Benjamin L. Stilwill and $45,000 to Bryant J. Reeves, III. The Transaction Bonuses are contingent upon, and subject to each individual’s service through, the closing of the Merger and will be payable on the Company’s next regular payroll following the closing of the Merger.

   

Item 9.01         Financial Statements and Exhibits.

 

(d) Exhibits.

 

EXHIBIT NUMBER		DESCRIPTION
10.1*		Seventh Modification to Second Amended and Restated Loan and Security Agreement, dated June 26, 2025, by and between Streamline Health Solutions, Inc. and certain of its subsidiaries party thereto, and Western Alliance Bank.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

* Filed 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 hereunto duly authorized.

 

	STREAMLINE HEALTH SOLUTIONS, INC.
Date: July 1, 2025	By:	/s/ Bryant J. Reeves, III
		Bryant J. Reeves, III
		Chief Financial Officer

   

FAQ

How many Etsy (ETSY) shares are being proposed for sale under this Form 144?

The filer plans to sell 1,500 common shares of Etsy.

What is the estimated market value of the shares to be sold?

The aggregate market value is listed as $75,075.

When is the proposed sale date for the Etsy insider transaction?

The approximate sale date is 07/01/2025.

How many Etsy shares has the same seller disposed of in the past three months?

The insider has sold 4,500 shares over three separate transactions from April to June 2025.

What percentage of Etsy’s outstanding shares does the new sale represent?

About 0.0014 % of the 104,282,256 shares outstanding.

Which broker will execute the proposed sale?

UBS Financial Services, Inc. is listed as the broker.