Every 8-K that VSEE HEALTH INC WTS 29 (VSEEW) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow VSEEW and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full VSEEW filings page.
VSee Health, Inc. (VSEE) entered into a Strata Purchase Agreement with Clearthink Capital Partners, LLC on September 2, 2026, under which Clearthink committed to purchase up to $5.0 million of VSee common stock at VSee’s direction, subject to conditions and effectiveness of a resale registration statement.
VSee may issue Request Notices over an approximately 36‑month period, with each draw limited to the lesser of $1,000,000 or 300% of the average trading volume over the prior eight trading days. The purchase price per share will be 85% of the lowest daily closing price during the ten trading days before each purchase date. Clearthink cannot demand sales and is capped at 9.99% beneficial ownership of VSee’s outstanding common stock.
As consideration for Clearthink’s commitment, VSee agreed to issue 40,000 shares of common stock as Commitment Fee Shares, deemed earned upon signing. The company states that any proceeds from sales under this facility are expected to be used for working capital and general corporate purposes, relying on Section 4(a)(2) and Regulation D exemptions.
VSee Health, Inc. (VSEE) reported that on August 27, 2026, Scott Metzger resigned, effective immediately, from its Board of Directors and from the Board’s Compensation Committee. The company states that Mr. Metzger’s resignation is not due to any disagreement regarding operations, policies, or practices.
The company’s common stock has a par value of $0.0001 per share and trades under the symbol VSEE, with warrants trading as VSEEW, each entitling the holder to purchase one share of common stock at $11.50 per whole share.
VSEE HEALTH, INC. (VSEE) reported the results of its August 25, 2026 annual meeting of stockholders. Common stock outstanding as of the July 6, 2026 record date was 55,679,813 shares, and 121.698 shares of preferred stock were outstanding; holders representing 50.65% of combined voting power were present, constituting a quorum.
Stockholders elected Kevin Lowdermilk and Colin O’Sullivan as directors until the 2029 annual meeting. They also ratified WWC, P.C. as independent registered public accounting firm for the year ending December 31, 2026. In addition, stockholders approved giving the board discretionary authority to implement one or more Reverse Stock Splits of the common stock within a range of 1-for-20 up to 1-for-80, provided aggregate splits do not exceed 1-for-80 and any reverse split is completed no later than the second anniversary of the record date. An adjournment proposal related to these items was also approved.
VSee Health, Inc. reported that Nasdaq’s Listing Qualifications Staff has issued a Staff Delisting Determination after its securities had a closing bid price of $0.10 or less for ten consecutive trading days during an existing bid-price compliance period. The company had previously received notice of noncompliance with Nasdaq Listing Rule 5550(a)(2), which requires a minimum $1.00 bid price, and was given until March 27, 2026, later extended to September 21, 2026, to regain compliance.
Nasdaq has determined to delist VSee Health’s common stock and warrants from the Nasdaq Capital Market, and trading will be suspended at the opening on August 6, 2026, with a Form 25-NSE to remove the securities from listing and registration. VSee Health may request a hearing before the Nasdaq Hearings Panel by 4:00 p.m. Eastern Time on August 6, 2026, with a non-refundable $20,000 fee, but the company notes there is no assurance of success and a timely hearing request will not stay the trading suspension.
On June 30, 2026, VSee Health, Inc. entered into a securities purchase agreement with an institutional investor, issuing an unsecured convertible promissory note (the Labrys Note) with aggregate principal of $336,000, including an original issue discount of $36,000 and a one-time 12% interest charge, due June 30, 2027.
The investor may require up to 50% of future cash proceeds from specified sources to repay the note. After certain timing and registration conditions, the note is convertible into common stock at 75% of the lowest closing bid price over the 10 trading days before conversion, subject to a 4.99% beneficial ownership cap. The securities were issued in a private placement exempt from registration under Section 4(a)(2) and Regulation D.
VSee Health, Inc. entered into a Settlement Agreement and Mutual Release on July 21, 2026 with ADI Funding LLC and M2B Funding Corp. ADI holds a Secured Promissory Note dated June 8, 2026 with an original principal amount of $271,739.13, issued under earlier transaction documents. ADI had previously sent notice alleging an Event of Default related to obligations tied to an equity line of credit with M2B, including filing a resale Form S-1 and issuing related shares.
The Settlement Agreement resolves all disputes arising from those transactions and provides for cash consideration, Settlement Notes and Settlement Shares for ADI and M2B. An Event of Default under the Settlement Agreement includes failure to make payments, issue the Settlement Notes or Settlement Shares, file a Form 8-K disclosing the agreement, or comply with material covenants. Upon default, all obligations accelerate, unpaid notes accrue 18% interest, conversion rights become immediately exercisable, ADI’s prior rights are reinstated, and the Company must cover related fees and expenses. The mutual release is conditioned on completing the cash payment, issuing the notes and shares, and making the SEC disclosure. The Settlement Notes and Settlement Shares are being issued in private transactions relying on Section 4(a)(2) and/or Regulation D exemptions from Securities Act registration.
VSee Health, Inc. has set its 2026 annual meeting of stockholders for August 25, 2026. Stockholders of record as of July 6, 2026 will be entitled to receive notice of and vote at the meeting. Additional details on the time, location and agenda will appear in the company’s proxy statement.
To present stockholder proposals at the meeting or seek inclusion under Rule 14a-8, the company must receive proper notice at its Boca Raton headquarters by the close of business on July 17, 2026. The same July 17, 2026 deadline applies for proposals affecting discretionary voting under Rule 14a-4(c), as well as for business brought under the company’s by-laws and notices required under the universal proxy rules, including Rule 14a-19 for alternative director nominees.
VSee Health, Inc. entered into two unsecured convertible note financings with institutional investors, raising aggregate principal of $280,000 from ClearThink and $295,550 from Vanquish, each including an original issue discount. The ClearThink note carries a one-time 10% interest charge, matures on June 22, 2027, and becomes convertible after 180 days at 85% of the lowest closing price over the prior ten trading days, with a $0.01 floor and a 4.99% beneficial ownership cap.
The Vanquish note carries a one-time 12% interest charge, matures on April 15, 2027, and is convertible after the later of 180 days from issuance or an Event of Default at 75% of the lowest closing bid price over the prior ten trading days, also subject to a 4.99% beneficial ownership cap. Both notes were issued in private placements exempt from registration under Section 4(a)(2) and/or Regulation D.
VSee Health, Inc. reports that noteholder ADI Funding, LLC has delivered a notice asserting an Event of Default under an 8% original issue discount secured promissory note with an aggregate principal amount of $271,739.13, including an original issue discount of $21,739.13.
The holder’s notice alleges the company failed to meet several obligations tied to a June 8, 2026 securities purchase agreement, including filing a resale registration statement and issuing transfer agent instructions by June 11, 2026. Under the note, VSee Health has ten Trading Days from the Event of Default to cure. If not cured, the holder may accelerate the debt, enforce collateral rights, seek payment of all amounts due including any Mandatory Default Amount, and recover attorneys’ fees and costs. The company is evaluating potential resolution alternatives, including a consensual resolution, while expressly preserving all of its rights, remedies and defenses.
VSee Health, Inc. entered into a high-interest note financing with an institutional investor. The company issued an 8% original issue discount secured promissory note with an aggregate principal amount of $271,739.13, which includes an original issue discount of $21,739.13. The note bears interest at 18% per annum and matures on December 8, 2026.
The company may prepay all or part of the note at 100% of the amount redeemed plus a 10% prepayment fee. If VSee receives proceeds from an equity line of credit with the same holder, it must repay the entire outstanding balance within two business days. The note is secured by certain company assets under a related security agreement.
VSee Health, Inc. entered into a Standby Equity Purchase Agreement with YA II PN, LTD., giving the company the right to sell up to $10 million of common stock over time. The arrangement runs until June 2, 2029, unless the full commitment is used or it is terminated earlier.
Shares sold under each Advance will be priced at 97% of the lowest daily VWAP over a three-day pricing period. VSee will issue 532,481 commitment shares and pay a $25,000 structuring fee from the first Advance. Issuances are capped at 9,715,140 shares, about 19.99% of pre-agreement outstanding shares, and the investor’s beneficial ownership is limited to 4.99%.
VSee Health, Inc. agreed to sell all of the equity of its wholly owned subsidiary VSee Lab, Inc. to co-Chief Executive Officer and Chairman Milton Chen, effective May 31, 2026. In return, Chen will transfer to the company all 2,870,069 shares of VSee Health common stock he owns, which are treated as a stock repurchase.
Under the agreement, Chen is solely responsible for indebtedness and other liabilities of VSee Lab not paid at closing, while VSee Health remains responsible for liabilities tied to periods on or before the closing date, including most taxes. Concurrent with closing, Chen resigned as co-Chief Executive Officer and chairman; co-CEO Dr. Imoigele Aisiku became sole Chief Executive Officer and chairman.
Unaudited pro forma financials show how results would look without VSee Lab and its subsidiary. For 2025, revenue would decline from $14,618,184 to $7,302,954, while net loss would narrow from $14,712,850 to $9,972,749. For the quarter ended March 31, 2026, revenue would fall from $3,160,185 to $1,879,293 and net loss would narrow from $2,600,262 to $1,264,882.
VSee Health, Inc. reported that stockholders approved a key share issuance related to a private placement at a special meeting held on March 2, 2026. The meeting had a quorum, with 21,824,877 votes represented, or 50.46% of shares entitled to vote.
Stockholders approved issuing common shares to certain holders of warrants to purchase up to 19,672,130 shares of common stock, as required under Nasdaq Listing Rule 5635(d). The proposal passed with 14,109,726 votes for, 7,698,963 against, and 16,188 abstentions. An adjournment proposal was also approved but withdrawn because the main private placement proposal received sufficient support.
VSee Health, Inc. entered a managed services agreement with GoMyRx, Inc. under which VSee will provide platform administration, customer support, vendor coordination, and reporting services. VSee will bill GoMyRx monthly for actual expenses plus a 10% markup, and the agreement runs through December 26, 2027, with optional month-to-month extensions for six months.
Separately, VSee agreed to purchase $2.0 million of GoMyRx common stock from Go Biz Holdings, LLC in a private transaction, representing a 10% ownership stake in GoMyRx. The shares are restricted securities issued under Section 4(a)(2) and Rule 506 of Regulation D.