Streamline (STRM) Acquired by Mist Holding Co.; $5.34 Per Share Cash-Out

Rhea-AI Filing Summary

Kenan Lucas, a director of Streamline Health Solutions, Inc. (STRM), reported that on 08/12/2025 the company was acquired by Mist Holding Co. Under the merger, each outstanding share of Streamline common stock was converted into the right to receive $5.34 in cash per share. The filing shows Mr. Lucas had reported dispositions tied to the merger: 321,614 shares and 16,666 restricted shares were cancelled and converted into cash, leaving zero shares beneficially owned following the transaction.

The filing explains the restricted awards held for the benefit of Herbert Discovery Fund, LP were converted into cash and proceeds were paid to the Fund or its adviser per the merger agreement. The report disclaims beneficial ownership by Mr. Lucas except to the extent of any pecuniary interest.

Positive

• Merger completed on 08/12/2025 with Streamline becoming a wholly owned subsidiary of Mist Holding Co.
• Fixed cash consideration of $5.34 per share for all outstanding common shares provides clear, immediate liquidity to shareholders.
• Restricted awards were settled in cash per the merger agreement, clarifying treatment of unvested equity.

Negative

• Insider beneficial ownership reduced to zero following the merger, eliminating reported insider-held public equity.
• Equity holders with restricted awards lost future upside because awards were cancelled and converted to cash at the fixed merger price.

Insights

Corporate Governance Expert

TL;DR: Insider holdings were fully cashed out under a completed merger, eliminating reported beneficial ownership.

The Form 4 documents a change in control transaction where insider-held common stock and restricted awards were cancelled for a fixed cash price of $5.34 per share. From a governance perspective, reporting a director-level complete disposition pursuant to the merger is routine but material: it confirms the company has become a wholly owned subsidiary and that equity incentives tied to outstanding awards were settled in cash. The disclosure notes proceeds were paid to the fund account and adviser as specified in the merger agreement, which aligns with standard treatment of institutional-held restricted awards.

M&A Specialist

TL;DR: The acquisition closed on 08/12/2025 with all public shares converted into $5.34 cash per share.

The filing summarizes that Mist Holding Co. completed the merger by merging its subsidiary into Streamline, leaving Streamline as a wholly owned subsidiary and effecting a cash-out of common stock and unvested restricted shares at $5.34 per share. The Form 4 specifically quantifies the shares impacted and clarifies the destination of cash proceeds for institutional-held and restricted shares. This confirms consummation of the announced transaction and settlement mechanics for equity awards.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

LUCAS KENAN

(Last) (First) (Middle)

2100 THIRD AVENUE NORTH, SUITE 600

(Street)

BIRMINGHAM AL 35203

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
STREAMLINE HEALTH SOLUTIONS INC. [ STRM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/12/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $0.01 par value	08/12/2025		J(1)		321,614(2)(4)	D	$5.34	0	I	See footnote(5)
Common Stock, $0.01 par value	08/12/2025		J(1)		16,666(3)(4)	D	$5.34	0	I	See footnote(6)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. On August 12, 2025 (the "Effective Time"), Mist Holding Co., a Delaware corporation and the parent company of Hayes Management Consulting LLC d/b/a MDaudit ("Parent"), completed the previously announced acquisition of the Issuer, pursuant to the Agreement and Plan of Merger, dated as of May 29, 2025 (the "Merger Agreement"), by and among the Issuer, Parent and MD BE Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"). Pursuant to the terms of the Merger Agreement, Merger Sub merged with and into the Issuer, with the Issuer continuing as the surviving corporation (the "Surviving Corporation") and becoming a wholly owned subsidiary of Parent (the "Merger"). The foregoing description of the Merger does not purport to be complete and is subject to and qualified in its entirety by the full Merger Agreement, which is included as Exhibit 2.1* of the Issuer's Form 8-K filed on August 13, 2025 (the "Form 8-K"), which is incorporated by reference.

2. Pursuant to the Merger Agreement, at the Effective Time, each share of common stock, par value $0.01 per share, of the Issuer (each, a "Share") issued and outstanding as of immediately prior to the Effective Time (other than certain Shares as specified in the Form 8-K which do not include any Shares previously reported herein), was automatically cancelled and converted into the right to receive $5.34 per Share in cash, without interest (the "Merger Consideration").

3. Represented a grant of Shares of restricted stock that was held for the benefit of the investors of Herbert Discovery Fund, LP (the "Fund") and may have previously been deemed to be beneficially owned by Kenan Lucas, the managing director and portfolio manager of the general partner of the Fund. Pursuant to the Merger Agreement, at the Effective Time, each restricted stock award corresponding to Shares granted under the Issuer's equity plans (each, a "Issuer Restricted Share") that was outstanding and unvested as of immediately prior to the Effective Time was cancelled and converted into the right to receive an amount in cash equal to the product of (i) the number of Shares corresponding to such Issuer Restricted Shares immediately prior to the Effective Time, multiplied by (ii) the Merger Consideration, less applicable withholding taxes.

4. These Shares reflect a 15-for-1 reverse stock split effective October 4, 2024.

5. The Shares were held in the account of the Fund and may have previously been deemed to be beneficially owned by Kenan Lucas, the managing director and portfolio manager of the general partner of the Fund. The cash proceeds attributable to the securities held in the account of the Fund have been paid to the Fund pursuant to the terms of the Merger Agreement.

6. The cash proceeds attributable to the Shares of restricted stock were paid to Harbert Fund Advisors, Inc., the investment adviser to the Fund for the benefit of the Fund, pursuant to the terms of the Merger Agreement.

Remarks:

The Reporting Person disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

	/s/ Kenan Lucas	08/14/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What happened to Streamline Health Solutions (STRM) shares in the merger?

Each outstanding share was converted into the right to receive $5.34 in cash pursuant to the merger agreement effective 08/12/2025.

How many shares did Kenan Lucas dispose of in the Form 4 filing?

The filing reports dispositions of 321,614 shares and 16,666 restricted shares, both converted to cash in the merger.

What is the reported beneficial ownership of Kenan Lucas after the transaction?

The Form 4 shows 0 shares beneficially owned following the reported merger-related transactions.

Who received the cash proceeds for the institutional and restricted holdings?

Cash proceeds for the Fund-held shares were paid to Herbert Discovery Fund, LP and proceeds for restricted shares were paid to Harbert Fund Advisors, Inc. as investment adviser, per the merger agreement.

When did the merger become effective according to the Form 4?

The Effective Time of the merger reported in the Form 4 is 08/12/2025.