Welcome to our dedicated page for VSee Health SEC filings (Ticker: VSEE), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Locating reimbursement risks, HIPAA exposure, and remote-patient-monitoring metrics inside VSee Health’s dense disclosures can feel like telehealth without broadband—slow and frustrating. The company’s filings stretch across hundreds of pages and multiple form types, yet each paragraph can materially shift your view of its subscription revenue, data-security posture, or partnership pipeline.
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VSee Health, Inc. entered into a financing with an accredited institutional investor involving a $217,391 convertible promissory note and 50,000 common shares for an aggregate purchase price of $201,000. The note carries 18% annual interest, with interest for the first eight months guaranteed, and matures on October 29, 2026. The investor may convert the note into common stock at $0.48 per share starting after January 29, 2026, subject to anti-dilution and other customary adjustments, and cannot convert if this would push its ownership above 9.99% of outstanding shares. VSee granted a security interest over all of its assets and agreed to covenants including a prohibition on variable rate transactions and a most-favored-terms provision for future financings. The investor also has a right to purchase an additional note on the same terms within a defined period.
VSee Health, Inc. entered into an exchange agreement on November 13, 2025 with an accredited institutional holder to convert a promissory note with a principal amount of $555,555.56 (including a $55,555.56 original issue discount) and a current balance of $611,878.22 into 941,352 shares of common stock. These shares are being issued as unregistered securities in reliance on exemptions under the Securities Act.
On the same date, VSee Health also put in place a $25,000,000 Equity Line of Credit through a directed stock purchase agreement with an accredited institutional investor. Over a 36‑month term, the company may direct the investor to purchase common stock at a Regular Purchase Price generally set at 96% of the lowest volume‑weighted average price over the prior ten trading days, or 94% if the implied price would be below $1.00, subject to dollar and trading‑value caps. An Expanded Purchase feature allows larger draws up to $5,000,000 per such closing, and overall sales are limited to 19.9% of issued and outstanding shares and a 9.99% ownership cap for the investor.
Net proceeds from any future sales under the equity line are intended for working capital and general corporate purposes, giving the company additional flexibility to raise equity capital over time while staying within market and ownership limits.
VSee Health, Inc. entered a warrant exchange agreement with an accredited institutional investor. The holder agreed to exercise approximately 130,000 outstanding IPO warrants for cash pursuant to their terms and to exchange an additional 2,250,000 outstanding IPO warrants for 2,175,000 shares of common stock. The new shares are being issued in reliance on Section 3(a)(9) of the Securities Act.
For ten days following the agreement date, the company agreed it will not, subject to certain exemptions, (A) issue common stock or equivalents, (B) effect a reverse stock split, recapitalization, share consolidation, reclassification or similar transaction affecting the outstanding common stock, or (C) file a registration statement relating to any common stock or equivalents.
VSee Health, Inc. announced its 2025 annual meeting of stockholders will be held on December 15, 2025. The Board set November 20, 2025 as the record date to determine who may receive notice of and vote at the meeting.
Stockholder proposals must be received at the company’s principal executive offices by the close of business on November 7, 2025 to be considered, including proposals seeking inclusion in the company’s proxy materials under Rule 14a-8. The same November 7, 2025 deadline applies for notice under Rule 14a-4(c) and for compliance with the universal proxy rules under Rule 14a-19 for those intending to solicit proxies for director nominees.
VSee Health (VSEE) amended its senior secured convertible note. On October 21, 2025, the company executed Amendment No. 1, resetting the Note’s defined “Conversion Price” to $0.75. The original Note, issued on September 30, 2024, has an original principal amount of $2,222,222 and was issued to an accredited and institutional investor under a securities purchase agreement later amended on March 20, 2025.
The company states all other terms of the Note remain in full force and effect. The amendment is filed as Exhibit 10.1.
VSee Health, Inc. entered into a note purchase agreement and issued a secured note with an aggregate principal amount of $133,333.33 for a purchase price of $120,000. The note bears 5% annual interest, is not convertible, and matures on May 20, 2026.
If an event of default accelerates payment, interest increases to the lesser of 24% per year or the legal maximum. While the note is outstanding, the company is prohibited from entering into a variable rate transaction, must provide the investor any more favorable terms granted to future purchasers or holders, and is prohibited from any exchange transaction involving its debt or securities.
The company amended existing security agreements and guaranties so the note is fully secured by the assets of VSee Health and its subsidiaries. Separately, on October 18, 2025, VSee Health terminated its November 21, 2023 equity purchase agreement.
VSee Health (VSEE) filed its quarterly report detailing higher revenue and ongoing losses with a going concern warning. For the three months ended June 30, 2025, revenue was $3,390,119, up from $1,711,566 a year ago, driven by professional services, technical engineering, patient fees, and telehealth fees. Gross margin was $1,588,492.
The company reported a net loss of $2,613,283 for the quarter versus $666,102 in the prior year period, and a six‑month net loss of $6,572,723 versus $571,352. Operating expenses rose to $3,843,232 in the quarter. Cash was $291,595 at June 30, 2025. Current liabilities were $23,058,308, and total liabilities exceeded assets, resulting in a stockholders’ deficit of $5,736,304.
Management states that liquidity conditions and historical operating losses raise substantial doubt about the company’s ability to continue as a going concern. The company recorded deferred revenue of $1,170,101 and an allowance for credit losses of $2,639,917. VSee maintains two segments (Healthcare Technology and Telehealth Services) and disclosed March and May 2025 convertible and promissory notes. Previous 2024 quarterly results were restated.
VSee Health (VSEE) filed its Q1 2025 10‑Q, reporting total revenues of $3,321,485, up from $1,620,995 a year ago as telehealth services, patient fees, and technical engineering expanded. Despite higher sales, the company posted a net loss of $3,959,440 versus net income of $62,770 in the prior-year period.
Gross margin was $1,859,971, but higher operating expenses of $3,691,289 and other expenses weighed on results, including interest expense of $730,665 and a $1,261,471 loss from changes in fair value of financial instruments. Cash used in operations was $440,493; cash ended at $410,122. The balance sheet shows assets of $19,395,686 against total liabilities of $22,892,683, resulting in a stockholders’ deficit of $3,496,997.
The company disclosed a going concern uncertainty due to historical losses and liquidity pressures. It also restated VSee Lab’s Q1 2024 standalone results, adjusting revenue and expenses. Management continues to pursue financing arrangements, including convertible and secured notes, to support operations.
VSee Health changed its independent auditor. On
The company reports no disagreements with Withum and no reportable events beyond material weaknesses previously described in its 2024 annual report. On
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