Vuori Kristiina MD 4
4 · Forian Inc. · Filed May 15, 2026
Research Summary
AI-generated summary of this filing
Forian (FORA) Director Kristiina Vuori Sells 28,757 Shares; Options Cashed Out
What Happened
- Kristiina Vuori, a director of Forian Inc. (FORA), tendered 28,757 shares in the company's change‑of‑control transaction on May 15, 2026. Tendered shares were paid at the merger offer price of $2.17 per share, yielding about $62,402.69 in cash.
- In addition, five derivative dispositions of 15,000 option shares each (totaling 75,000 option shares) were reported on the same date. Per the Merger Agreement, vested options with an exercise price below $2.17 were cancelled and converted into a cash payment equal to the number of option shares times (Offer Price − exercise price). The filing does not disclose the individual exercise prices or the cash amounts paid for those converted options.
Key Details
- Transaction date: May 15, 2026. Offer Price: $2.17 per share (cash, subject to withholding).
- Shares tendered: 28,757 common shares → ~$62,402.69 cash.
- Option-related dispositions: five entries of 15,000 shares each = 75,000 option shares cancelled/converted (derivative settlement); cash amounts not specified in filing.
- Footnotes: F1–F3 explain the April 2, 2026 Merger Agreement, the $2.17 tender offer, conversion of vested in‑the‑money options to cash, and cancellation without consideration of unvested or out‑of‑the‑money options.
- Shares owned after the transactions are not disclosed in this Form 4. Filing date (May 15, 2026) matches the report period; filing appears timely.
Context
- These transactions are merger‑related corporate actions (tender offer and option settlements), not open‑market trades. Tendering shares and cashing out vested options are common outcomes in acquisitions and do not necessarily indicate an insider’s view on the company’s future performance.
Insider Transaction Report
Form 4Exit
Forian Inc.FORA
Vuori Kristiina MD
Director
Transactions
- Disposition from Tender
Common Stock
[F1]2026-05-15−28,757→ 0 total - Disposition to Issuer
Stock Option (right to buy)
[F2][F3]2026-05-15+15,000→ 0 totalExercise: $2.06Exp: 2035-03-26→ Common Stock (15,000 underlying) - Disposition to Issuer
Stock Option (right to buy)
[F3]2026-05-15+15,000→ 0 totalExercise: $3.20Exp: 2034-03-27→ Common Stock (15,000 underlying) - Disposition to Issuer
Stock Option (right to buy)
[F3]2026-05-15+15,000→ 0 totalExercise: $3.14Exp: 2033-03-23→ Common Stock (15,000 underlying) - Disposition to Issuer
Stock Option (right to buy)
[F3]2026-05-15+15,000→ 0 totalExercise: $6.81Exp: 2032-03-17→ Common Stock (15,000 underlying) - Disposition to Issuer
Stock Option (right to buy)
[F3]2026-05-15+15,000→ 0 totalExercise: $12.18Exp: 2031-03-05→ Common Stock (15,000 underlying)
Footnotes (3)
- [F1]Pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), dated April 2, 2026, by and between Forian Inc., a Maryland corporation (the "Issuer"), 2025 Acquisition Company, LLC, a Delaware limited liability company ("Parent"), and Bravo Merger Sub, Inc., a Maryland corporation and wholly owned subsidiary of Parent ("Merger Sub"), on May 15, 2026, Parent and Merger Sub completed a tender offer for the shares of the Issuer's common stock (the "Shares"). In exchange for each Share, tendering shareholders received $2.17 per Share (the "Offer Price"), payable in cash, without interest and subject to any applicable withholding taxes.
- [F2]On May 15, 2026, pursuant to the terms of the Merger Agreement, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), each vested stock option that had an exercise price per Share that was less than the Offer Price and that was outstanding as of immediately prior to the Effective Time was cancelled and converted into the right to receive an amount in cash (without interest and subject to deduction for any required withholding taxes), equal to the product of: (i) the total number of Shares subject to such option, multiplied by (ii) the excess, if any, of (A) the Offer Price over (B) the exercise price payable per Share under such option.
- [F3]At the Effective Time, each stock option that was either (i) unvested or (ii) that had a per share exercise price per Share that was equal to or more than the Offer Price that was then outstanding and unexercised as of immediately prior to the Effective Time was cancelled without any consideration payable therefor.
Signature
/s/ Max C. Wygod, Attorney-in-Fact|2026-05-15