VSee Health (VSEE) Co-CEO transfers 2.87M shares back to company

Rhea-AI Filing Summary

VSee Health, Inc. director and Co-Chief Executive Officer Milton Chen reported an internal restructuring transaction. On May 31, 2026, he transferred 2,870,069 shares of Common Stock to VSee Health, Inc. as consideration under a Stock Purchase Agreement related to his purchase of all equity securities of VSee Lab, Inc. from the company. Following this transaction, his directly held VSee common stock position was reported as 0 shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider CHEN MILTON

Role Co-Chief Executive Officer

Type	Security	Shares	Price	Value
Other	Common Stock, par value $0.0001 per share	2,870,069	$0.00	--

Holdings After Transaction: Common Stock, par value $0.0001 per share — 0 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares transferred: 2,870,069 shares Price per share: $0.0000 per share Shares held after transaction: 0 shares +1 more

4 metrics

Shares transferred 2,870,069 shares Common Stock transferred to VSee Health, Inc. on May 31, 2026

Price per share $0.0000 per share Reported transaction price for the share transfer

Shares held after transaction 0 shares Direct common stock holdings of Milton Chen following the transaction

Restructuring shares 2,870,069 shares Shares classified as restructuring in transaction summary

Key Terms

Stock Purchase Agreement, equity securities, consideration, Other acquisition or disposition, +1 more

5 terms

Stock Purchase Agreement financial

"in connection with the execution that certain Stock Purchase Agreement by and between VSee Health, Inc."

A stock purchase agreement is a legal contract that sets the terms for buying or selling shares, specifying the price, number of shares, how payment is made, and any conditions or promises each side must meet. It matters to investors because it defines who owns what, when ownership changes, and what protections or obligations attach to the deal—think of it as a detailed receipt plus the house rules that determine the financial risks and benefits of the transaction.

equity securities financial

"for Mr. Chen's purchase of all of the equity securities of VSee Lab, Inc."

Equity securities are financial instruments that represent ownership shares in a company, like owning a slice of a pie that gives you a claim on its assets and future profits. They matter to investors because ownership can provide returns through price appreciation and occasional profit distributions, and may include voting power to influence company decisions, so their value reflects the firm’s performance and investor expectations.

consideration financial

"Mr. Chen agreed to transfer 2,870,069 shares of Common Stock to the Company, as consideration for Mr. Chen's purchase"

Other acquisition or disposition financial

"transaction_code_description": "Other acquisition or disposition""

restructuring financial

""restructuringCount": 1, "restructuringShares": 2870069"

Restructuring is a deliberate rearrangement of a company’s operations, finances, or ownership—like reorganizing a cluttered house to run more efficiently—often involving cost cuts, asset sales, debt changes, or staff moves. Investors pay attention because restructuring can improve profitability and free up cash, but it can also signal distress, incur one-time costs, or dilute shareholder value; its success affects future earnings and stock performance.

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Form 4 Insider Transactions: What Each Field Means →

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

CHEN MILTON

(Last) (First) (Middle)

980 N. FEDERAL HWY

#304

(Street)

BOCA RATON FLORIDA 33432

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
VSEE HEALTH, INC. [ VSEE ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Co-Chief Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/31/2026

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

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

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

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, par value $0.0001 per share	05/31/2026		J		2,870,069	D	$0.00(1)	0	D

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 May 31, 2026, in connection with the execution that certain Stock Purchase Agreement by and between VSee Health, Inc. ("Company") and Milton Chen ("Mr. Chen") (hereinafter, the "Agreement"), Mr. Chen agreed to transfer 2,870,069 shares of Common Stock to the Company, as consideration for Mr. Chen's purchase of all of the equity securities of VSee Lab, Inc., a Delaware corporation from the Company, in accordance with the terms of the Agreement.

	/s/ Milton Chen	06/02/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did VSEE Co-CEO Milton Chen report on this Form 4?

Milton Chen reported an internal restructuring transaction, transferring 2,870,069 shares of VSee Health common stock to the company. The transfer served as consideration under a Stock Purchase Agreement connected to his acquisition of all equity in VSee Lab, Inc. from VSee Health.

How many VSEE shares did Milton Chen transfer back to VSee Health, Inc.?

Milton Chen transferred 2,870,069 shares of VSee Health, Inc. common stock. According to the Form 4, these shares were delivered to the company as consideration under a Stock Purchase Agreement tied to his purchase of all equity securities of VSee Lab, Inc.

What was the purpose of Milton Chen’s 2,870,069-share transfer in VSEE?

The 2,870,069-share transfer was consideration under a Stock Purchase Agreement between VSee Health, Inc. and Milton Chen. In exchange, Chen purchased all of the equity securities of VSee Lab, Inc., a Delaware corporation, from VSee Health, as described in the filing footnote.

What is Milton Chen’s reported VSEE common stock holding after this Form 4 transaction?

After the reported transaction, Milton Chen’s directly held VSee Health common stock position is listed as 0 shares. The Form 4 shows the full 2,870,069 shares transferred to the company, leaving no directly reported common stock holdings for him following the transaction.

How is the VSEE Form 4 transaction by Milton Chen classified by the SEC code?

The transaction is coded “J” on the Form 4, described as an “Other acquisition or disposition.” The filing’s transaction summary further characterizes it as a restructuring event, reflecting an internal transfer of shares rather than a typical market buy or sell.

What agreement governs the insider share transfer reported by VSEE’s Co-CEO?

The transfer is governed by a Stock Purchase Agreement between VSee Health, Inc. and Milton Chen. Under this Agreement, Chen transferred 2,870,069 company shares back to VSee Health as consideration for his purchase of all equity securities of VSee Lab, Inc.