Forian Inc.·4

May 15, 5:25 PM ET

Hajj Jennifer 4

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Forian (FORA) Director Jennifer Hajj Sells 85,000 Shares in Merger

What Happened
Jennifer Hajj, a director of Forian Inc. (FORA), disposed of a total of 85,000 economic interests on May 15, 2026 in connection with the company’s merger/tender offer. The filing shows two 5,000-share dispositions (change of control) and five 15,000-share dispositions to the issuer (derivative); the Form 4 lists N/A for per-share amounts but the merger agreement set an offer price of $2.17 per share, implying total cash consideration of roughly $184,450. Several transactions are derivative in nature—these reflect option cancellations/conversions under the merger terms rather than open-market sales.

Key Details

  • Transaction date: May 15, 2026 (Effective date of the tender offer and Merger).
  • Price: Form 4 lists N/A, but the Merger Agreement set an Offer Price of $2.17 per share (cash).
  • Shares disposed: 85,000 total (10,000 common-share dispositions; 75,000 derivative dispositions).
  • Consideration: Approximately $184,450 based on $2.17 per share (per footnote).
  • Shares owned after transaction: Not specified in the filing.
  • Footnotes: F1–F3 explain a tender offer and merger—vested in-the-money options were cashed out per F2; unvested or out-of-the-money options were cancelled without consideration per F3.
  • Timeliness: Filed on May 15, 2026 (same date as the transactions); no late filing indicated.

Context

  • The dispositions were merger-related (tender offer and post-closing option cancellations/conversions), not open-market sales. For derivative items, the filing reflects the contractual cash-out treatment under the Merger Agreement: vested options with exercise prices below the offer price were converted into cash equal to (Offer Price – exercise price) × shares; other options were cancelled for no consideration.
  • These actions are routine outcomes of deal terms and do not, by themselves, indicate ongoing insider sentiment about the company’s future operating performance.