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8-KAccepted Oct 6, 4:15 PM ET

Simulations Plus, Inc.: closes merger

SLPSimulations Plus, Inc.

Accepted (ET)

4:15 PM

Oct 6, 2026

Filed

Oct 6, 2026

Documents

34

Size

6.5 MB

Summary

Simulations Plus, Inc.: closes merger

Updated

What happened

  • The company announced the closing of the Merger on Oct 6, 2026. The report incorporates information set forth in the Introductory Note and in multiple items of the Current Report on Form 8-K.

Key details

  • Agreement and Plan of Merger dated Jun 15, 2026 among Simulations Plus, Inc., SP Evolution HoldCo II, LLC and SP Evolution BidCo II, LLC is incorporated by reference to the company’s Form 8-K filed Jun 17, 2026.
  • Amended and restated articles of incorporation filed as Exhibit 3.1 and amended and restated bylaws filed as Exhibit 3.2.
  • Press release dated Oct 6, 2026 announcing the closing of the Merger is attached as Exhibit 99.1.
  • The report includes Items 2.01, 3.01, 3.03, 5.01, 5.02, 5.03 and 7.01 and is signed by Will Frederick, Executive Vice President and Chief Financial Officer, dated Oct 6, 2026.

Why it may matter

  • Item 2.01 reports completion of acquisition or disposition of assets (closing of the Merger). Item 3.01 reports a notice of delisting or failure to satisfy a continued listing rule or standard. Item 3.03 reports material modification to rights of security holders. Item 5.01 reports changes in control. Item 5.02 reports departure or election of directors or certain officers. Item 5.03 reports amendments to the company’s articles of incorporation or bylaws. Item 7.01 reports Regulation FD disclosure via the Oct 6, 2026 press release. This filing does not show why the insider traded or why the company acted.

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