ADDED
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C.
As of March 25, 2026, there were 31,208,751 shares outstanding of the registrant s common stock, including shares of unvested restricted stock.
Business Overview Forian is a leading provider of data science-driven information and analytics solutions to the life sciences, healthcare and financial services industries.
Our subscription and services-based solutions serve the life sciences, pharmaceutical services, healthcare payer and provider, and financial services industries.
On January 8, 2026, at a special meeting of stockholders (the Special Meeting ) of Forian, Inc.
Pursuant to the Plan of Conversion the Company filed (i) a certificate of conversion with the Secretary of State of the State of Delaware, (ii) articles of conversion with the Secretary of State of the State of Maryland and (iii) articles of incorporation with the Secretary of State of the State of Maryland (the Maryland Charter ).
The Company has also adopted new bylaws (the Maryland Bylaws ) in connection with the Redomiciliation.
The Redomiciliation does not result in any change in the business, jobs, management, properties, location of any of the Company s offices or facilities, number of employees, obligations, assets, liabilities or net worth (other than as a result of the costs related to the Redomiciliation).
The Redomiciliation does not adversely affect any of the Company s material contracts with any third parties, and the Company s rights and obligations under those material contractual arrangements continue to be the rights and obligations of the Company after the Redomiciliation.
By comprehending these healthcare journeys through a data-first approach, entities can enhance their commercial effectiveness.
REMOVED
As of April 9 , 2025 , there were 31,193,563 shares outstanding of the registrant s common stock, including shares of unvested restricted stock.
EXPLANANTORY NOTE Restatement of Previously Issued Consolidated Financial Statements On March 30, 2025, the Audit Committee (the Audit Committee ) of the Board of Directors (the Board ) of Forian Inc.
( Forian or the Company ), based on the recommendation of, and after discussion with, the Company s management and independent registered public accounting firm, determined that the Company s previously issued unaudited and audited consolidated financial statements as of and for each of the quarterly and year to date periods in 2023 and the quarterly period ended September 30, 2024 (the Non-Reliance Periods ) should no longer be relied upon.
During the course of the audit of the Company s 2024 financial statements, management of the Company, after discussion with its independent registered public accounting firm, determined that under ASC 606 , Revenue from Contracts with Customers ( ASC 606 ), aggregate annual minimum payments for certain contracts should be recognized on a straight line basis over the life of the contract, as opposed to individually in the year in which the minimum fee applies under the terms of the contract.
As a result, the Company restated its previously reported financial statements for the each of the periods ended March 31, 2023, June 30, 2023, September 31, 2023 and December 31, 2023.
The Company determined that the impact on its financial results for the quarterly period ended September 30, 2024 was not material and no restatement was required.
The restatement applied to the application of ASC 606 to a limited number of contracts where the Company may earn variable fees based on customer sales over certain thresholds specified in the contract and had no impact on the Company s cash flows.
The restatement increased revenues and sales and marketing expenses for all periods since the Company s inception as a public company in 2021, increasing previously reported revenues by $1.7 million and previously reported net income by $1.5 million, each on a cumulative basis.
This Annual Report on Form 10-K includes restated Condensed Consolidated Financial Statements as of and for each of the Non-Reliance Periods.
Items Restated in this Form 10-K The following items have been restated, as appropriate, to correct the restatements noted above: Part II, Item 7.