Director Scott Metzger receives 40,107 VSEE Health (Ticker: VSEE) shares

Rhea-AI Filing Summary

METZGER SCOTT reported acquisition or exercise transactions in this Form 4 filing.

VSEE Health, Inc. director Scott Metzger received a grant of 40,107 shares of common stock at $0.374 per share. This equity award was issued under the company’s 2024 Incentive Plan as compensation for his service as a non-employee director for the quarter ended December 31, 2025.

After this grant, Metzger directly holds a total of 117,356 shares of VSEE Health common stock. The number of shares granted was determined using the common stock’s closing price on December 31, 2025.

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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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^*

METZGER SCOTT

(Last) (First) (Middle)

C/O VSEE HEALTH, INC.

980 N FEDERAL HWY #304

(Street)

BOCA RATON FL 33432

(City) (State) (Zip)

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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2026

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, par value $0.0001 per share	03/04/2026		A		40,107	A	$0.374(1)	117,356	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. Reflects shares of common stock issued to the reporting person under the issuer's 2024 Incentive Plan in accordance with the issuer's non-employee director compensation policy for services as a director during the quarter ended December 31, 2025. The number of shares issued to the reporting person is based on the closing price of the common stock on December 31, 2025.

	/s/ Scott E. Metzger	03/06/2026
	** 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 VSEE (VSEE) disclose about director Scott Metzger’s latest stock award?

VSEE Health disclosed that director Scott Metzger received 40,107 shares of common stock as an equity grant. The award was issued under the 2024 Incentive Plan as compensation for his non-employee director service for the quarter ended December 31, 2025.

How many VSEE Health (VSEE) shares did Scott Metzger receive and at what price?

Scott Metzger received 40,107 VSEE Health common shares valued at $0.374 per share. The share count was calculated using the stock’s closing price on December 31, 2025, consistent with the company’s non-employee director compensation policy.

What is Scott Metzger’s total VSEE (VSEE) shareholding after this Form 4 transaction?

After the reported equity grant, Scott Metzger directly holds 117,356 shares of VSEE Health common stock. This total reflects his prior holdings plus the 40,107 shares awarded for his board service under the company’s 2024 Incentive Plan.

Under which plan was the VSEE Health (VSEE) stock granted to Scott Metzger?

The shares were issued to Scott Metzger under VSEE Health’s 2024 Incentive Plan. This plan governs equity-based compensation, and the grant aligns with the non-employee director compensation policy for service during the quarter ended December 31, 2025.

What period of service does Scott Metzger’s VSEE (VSEE) stock grant cover?

The equity grant compensates Scott Metzger for his service as a non-employee director during the quarter ended December 31, 2025. The company based the number of awarded shares on the stock’s closing price on that same date.