Streamline Health (STRM) Merger: Shares Converted to $5.34 Cash; Warrants Canceled

Rhea-AI Filing Summary

Streamline Health Solutions director Justin J. Ferayorni reported dispositions tied to a merger that became effective on 08/12/2025. Under the Merger Agreement, each outstanding share of common stock was canceled and converted into the right to receive $5.34 in cash, and the company became a wholly owned subsidiary of Mist Holding Co.

The Form 4 lists dispositions of common stock held directly and indirectly (reported as 78,416 shares direct and 92,294 shares indirect via Tamarack Advisers) and reports cancellation of 29,914 warrants with a $5.85 exercise price. The filing notes that warrants with exercise prices equal to or above the $5.34 Merger Consideration were canceled for no consideration and shows reported post-transaction beneficial ownership of the listed securities as 0.

Positive

• Merger provided immediate cash consideration of $5.34 per outstanding common share, delivering liquidity to shareholders.
• The Merger Agreement explicitly specifies treatment of warrants, providing clarity on cash conversion or cancellation outcomes for holders.

Negative

• Outstanding warrants with an exercise price equal to or above $5.34 (including 29,914 at $5.85) were canceled for no consideration.
• The company became a wholly owned subsidiary and listed common shares were canceled, eliminating ongoing public equity positions for holders

Insights

M&A Specialist

TL;DR: Merger completed; public shares converted to $5.34 cash and outstanding warrants were either cashed out or canceled, ending public equity positions.

The Form 4 documents a change-of-control transaction effective 08/12/2025 in which Streamline Health became a wholly owned subsidiary of Mist Holding Co. Each outstanding common share was converted into the right to receive $5.34 in cash. Reported dispositions include 78,416 direct shares and 92,294 indirect shares. The filing also records 29,914 warrants at a $5.85 exercise price; per the Merger Agreement, warrants with exercise prices equal to or above the Merger Consideration were canceled for no consideration. This is a material corporate liquidity event that resolves public holders’ exposure by cash settlement.

Corporate Governance Expert

TL;DR: Insider filings show director-level holdings held via adviser and family trust were disposed in the merger, with post-transaction ownership reported as zero.

The Form 4 attributes indirect holdings to Tamarack Advisers, LP and direct holdings to The Ferayorni Family Trust, with Mr. Ferayorni identified as managing member/co-trustee. The report indicates the listed common stock positions were canceled and converted into cash, and related warrants were canceled per contract terms. The disclosure is specific about ownership pathways and post-transaction balances, showing no remaining reported beneficial ownership of the listed securities.

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

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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^*

Ferayorni Justin John

(Last) (First) (Middle)

2400 OLD MILTON PARKWAY

BOX 1353

(Street)

ALPHARETTA GA 30009

(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		D(1)		78,416	D	(1)	0	D
Common Stock, $0.01 par value	08/12/2025		D(1)		92,294	D	(1)	0	I	Refer to footnote(2)

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
Warrant (right to buy)	$5.85(3)	08/12/2025		D(1)			29,914	(4)	(4)	Common Stock, $0.01 par value	29,914	(4)	0	I	Refer to footnote(5)

Explanation of Responses:

1. This Form 4 reports securities disposed pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of May 29, 2025, by and among the Issuer, Mist Holding Co. ("Parent"), and MD BE Merger Sub, Inc., a wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer, effective as of August 12, 2025, with the Issuer surviving the Merger as a wholly owned subsidiary of Parent (the "Merger"). Pursuant to the terms of the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each share of common stock, par value $0.01 per share, of the Company ("Common Stock") issued and outstanding as of immediately prior to the Effective Time was canceled and converted into the right to receive $5.34 in cash, without interest (the "Merger Consideration").

2. The securities are held in the account of Tamarack Advisers, LP (the "Holder") and may be deemed to be beneficially owned by Justin J. Ferayorni, the managing member of the general parter of the Holder.

3. The Issuer effected a 1-for-15 reverse stock split of its common stock on October 4, 2024. The number of securities reported on this Form 4 has been adjusted to reflect the reverse stock split.

4. Pursuant to the terms of the Merger Agreement, at the Effective Time, each warrant to purchase shares of Common Stock (each, a "Company Warrant") that was outstanding and unexercised and had a per share exercise price that was less than the Merger Consideration was canceled and converted into the right to receive (i) a cash payment equal to (A) the number of shares of Common Stock subject to the Company Warrant immediately prior to the Effective Time multiplied by (B) the excess, if any, of (x) the Merger Consideration over (y) the exercise price per share of Common Stock of such Company Warrant, less applicable withholding taxes. Each Company Warrant that was outstanding and unexercised with a per share exercise price that was equal to or greater than the Merger Consideration was canceled for no consideration.

5. The reported securities are owned directly by The Ferayorni Family Trust for which Mr. Ferayorni serves as co-trustee.

	/s/ Justin Ferayorni	08/14/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did Streamline Health (STRM) shareholders receive in the Merger?

Each outstanding common share was canceled and converted into the right to receive $5.34 in cash under the Merger Agreement.

When did the reported merger transactions take effect for STRM?

The Form 4 reports the transactions as effective on 08/12/2025.

How many STRM shares did Justin J. Ferayorni dispose of in the Form 4?

The filing reports dispositions of 78,416 shares directly and 92,294 shares indirectly (via Tamarack Advisers).

What happened to STRM warrants held by the reporting person?

The Form 4 reports 29,914 warrants with a $5.85 exercise price; per the Merger Agreement, warrants with exercise prices equal to or above $5.34 were canceled for no consideration.

Does Justin Ferayorni retain beneficial ownership after the reported transactions?

The Form 4 shows reported beneficial ownership of the listed securities as 0 following the transactions.

Who held the reported securities prior to the merger?

The filing states securities were held in accounts of Tamarack Advisers, LP and The Ferayorni Family Trust; Mr. Ferayorni is noted as managing member and co-trustee.