Simulations Plus Announces Shareholder Approval of Merger with Altaris Affiliate

What Happened Simulations Plus, Inc. (SLP) filed an 8‑K reporting that its shareholders approved a definitive Agreement and Plan of Merger (dated June 15, 2026) under which SP Evolution BidCo II, LLC (a subsidiary of SP Evolution HoldCo II, LLC, an Altaris affiliate) will merge into Simulations Plus and SLP will become a wholly owned subsidiary of Parent. Approximately 15,539,537 shares (about 76.83% of the 20,224,838 shares outstanding as of the July 17, 2026 record date) were represented at the Special Meeting. The Merger Agreement Proposal was approved by the requisite vote.

Key Details

• Shareholder turnout: 15,539,537 shares represented (~76.83% of 20,224,838 outstanding as of July 17, 2026).
• Merger Agreement vote (Proposal 1): For 14,735,712; Against 771,288; Abstain 32,537 — approved.
• Advisory vote on merger‑related executive compensation (Proposal 2): For 10,930,973; Against 1,174,280; Abstain 3,434,284 — approved on a non‑binding basis.
• Adjournment vote (Proposal 3): For 14,444,277; Against 986,000; Abstain 109,260 — approved but not used because sufficient votes existed.
• Closing remains subject to customary conditions, including receipt of certain regulatory approvals in France.

Why It Matters Shareholder approval clears a major procedural step toward the proposed acquisition by an Altaris affiliate; if completed, Simulations Plus will become a privately held subsidiary of Parent, which would materially change public investors’ ability to trade SLP shares. The transaction still requires regulatory approvals and other closing conditions, so timing and certainty remain unresolved. The filing also includes customary forward‑looking disclaimers and lists risks (e.g., regulatory approvals, timing, potential litigation, retention of customers/employees) that could affect whether and when the merger closes. Investors should watch for further SEC filings and company updates on regulatory clearances and the expected closing timeline.