Overview
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- TickerVSEE on OTC1
- IndustryServices-Health Services1
- HeadquartersBoca Raton, Florida1
- Incorporated inDE2
- Business address980 N Federal Hwy, #304, Boca Raton, Fl 334322
- Filer categoryNon-accelerated filer, Smaller reporting company, Emerging growth company2
- Legal formCorporation
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Simple Patient Experience. Before the virtual visit, our telehealth platform allows healthcare providers to:3 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2025
50.3%Gross margin4
-65.6%Operating margin4
-100.6%Net margin4
40.3%Revenue growth, 20254
-269.8%Return on equity4
0.11×Debt to equity4
-$3.5MFree cash flow4
What sells
Revenue by product, business segment and region, as the company reports it to the SEC.
Products and services
Telehealth Fees brought in 20% of the revenue VSEE HEALTH, INC. broke down this way in fiscal 2025.
Products and services by year
| Products and services | 2024 | 2025 |
|---|---|---|
| Telehealth Fees | $1.0M | $3.9M |
| Health Care, Patient Service | $1.2M | $3.4M |
| Patient Fees | $1.2M | $3.4M |
| Subscription and Circulation | $4.1M | $3.2M |
| Professional Services And Other Fees | $2.1M | $3.1M |
| Technical Engineering Fees | $2.0M | $1.0M |
| Technology Service | $2.0M | $1.0M |
| Institutional Fees | $6.9K | $2.5K |
Business segments
Technology, brought in 50% of the revenue VSEE HEALTH, INC. broke down this way in fiscal 2025.
Business segments by year
| Business segments | 2024 | 2025 |
|---|---|---|
| Technology, | $8.2M | $7.4M |
| Telehealth | $2.2M | $7.2M |
Where the money goes
Where each dollar of revenue went, fiscal 2025
- Cost of revenue50¢$7.3M
- Other costs50¢$7.3M
- Income tax0¢$13.5K
Out of $14.6M in revenue.45 The company lost money this year.
Financial statements
Every line of the income statement as filed: the last 2 fiscal years, latest first.4
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Total revenues | $14.6M | $10.4M |
| Cost of revenues | $7.3M | $3.2M |
| Gross margin | $7.4M | $7.2M |
| Compensation and related benefits | $6.9M | $5.3M |
| Goodwill impairment charges | $0 | $56.7M |
| General and administrative | $10.0M | $6.6M |
| Transaction expenses | $0 | $792.8K |
| Total operating expenses | $16.9M | $69.3M |
| Net operating loss | -$9.6M | -$62.2M |
| Interest expense | -$2.8M | -$211.5K |
| Other income, net | $47.4K | $504 |
| Change in fair value of financial instruments | -$1.5M | $6.2M |
| Gain on extinguishment of Equity Line of Credit (ELOC) | $42.4K | $0 |
| Loss on extinguishment of debt | -$221.2K | -$646.0K |
| Loss on issuance of financial instruments | -$668.0K | -$2.5M |
| Total other (expense) income, net | -$5.1M | $2.8M |
| Loss before (provision for) benefit from income taxes | -$14.6M | -$59.3M |
| (Provision for) benefit from income taxes | -$68.4K | $1.6M |
| Net loss | -$14.7M | -$57.7M |
| Basic loss per common share (in Dollars per share) | -$0.73 | -$5.65 |
| Diluted loss per common share (in Dollars per share) | -$0.73 | -$5.65 |
| Weighted average number of common shares outstanding, basic (in Shares) | 20.1M shares | 10.2M shares |
| Weighted average number of common shares outstanding, diluted (in Shares) | 20.1M shares | 10.2M shares |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 5 fiscal years (annual) or 7 quarters (quarterly), latest first.4
| Period ending | 2025-12-31 | 2025-10-31 | 2025-08-31 | 2025-03-31 | 2024-12-31 |
|---|---|---|---|---|---|
| Cash | $5.3M | $326.1K | |||
| Accounts receivable, net of allowance for credit losses of $835,007 and $2,393,033 as of December 31, 2025, and 2024, respectively | $2.5M | $1.7M | |||
| Due from related party | $304.6K | $531.7K | |||
| Prepaids and other current assets | $273.7K | $446.8K | |||
| Total current assets | $8.4M | $3.0M | |||
| Right-of-use assets, net | $13.3K | $379.6K | |||
| Intangible assets, net | $8.8M | $11.0M | |||
| Goodwill | $4.9M | $4.9M | |||
| Fixed assets, net | $332.6K | $680.2K | |||
| Total assets | $22.4M | $20.0M | |||
| Accounts payable and accrued liabilities | $11.5M | $9.3M | |||
| Deferred revenue | $1.3M | $417.8K | |||
| Due to related parties | $51.9K | $51.9K | |||
| Operating lease liabilities | $10.4K | $72.8K | |||
| Financing lease liabilities | $131.1K | $328.8K | |||
| Factoring payable | $0 | $179.0K | |||
| Encompass Purchase Liability | $650.0K | $263.9K | |||
| Common stock issuance obligation | $18.9K | $69.6K | |||
| Total current liabilities | $16.2M | $19.0M | |||
| Notes payable, less current portion, net of discount | $593.9K | $593.9K | |||
| Operating lease liabilities, less current portion | $2.9K | $269.3K | |||
| Deferred revenue, net of current portion | $0 | $70.0K | |||
| Deferred tax liabilities, net | $119.2K | $67.4K | |||
| Total liabilities | $17.0M | $20.0M | |||
| Commitments and Contingencies (Note 10) | $0 | $0 | |||
| Preferred stock, $0.0001 par value, 10,000,000 shares authorized; 1,788 and 6,158 shares issued and outstanding as of December 31, 2025, and December 31, 2024, respectively | $1 | $1 | |||
| Common stock, $0.0001 par value; 100,000,000 shares authorized; 33,193,140 and 16,297,190 shares issued and outstanding as of December 31, 2025, and 2024, respectively | $3.3K | $500.0K | $500.0K | $1.6K | |
| Additional paid-in capital | $87.9M | $67.7M | |||
| Accumulated deficit | -$82.4M | -$67.7M | |||
| Total stockholders equity (deficit) | $5.5M | -$18.5K | |||
| Total liabilities and stockholders equity (deficit) | $22.4M | $20.0M | |||
| Allowance for credit losses | $835.0K | $2.4M | |||
| Preferred stock, par value (in Dollars per share) | $0.00 | $0.00 | |||
| Preferred stock, shares authorized (in Shares) | 10.0M shares | 10.0M shares | |||
| Preferred stock, shares outstanding (in Shares) | 1.8K shares | 6.2K shares | |||
| Preferred stock, shares issued (in Shares) | 1.8K shares | 6.2K shares | |||
| Common stock, par value (in Dollars per share) | $0.00 | $0.00 | |||
| Common stock, shares authorized (in Shares) | 100.0M shares | 100.0M shares | |||
| Common stock, shares outstanding (in Shares) | 33.2M shares | 16.3M shares | |||
| Common stock, shares issued (in Shares) | 33.2M shares | 500.0K shares | 500.0K shares | 100.0K shares | 16.3M shares |
| Period ending | 2025-12-31 | 2025-10-31 | 2025-08-31 | 2025-03-31 | 2024-12-31 | 2024-06-30 | 2023-12-31 |
|---|---|---|---|---|---|---|---|
| Cash | $5.3M | $326.1K | |||||
| Accounts receivable, net of allowance for credit losses of $835,007 and $2,393,033 as of December 31, 2025, and 2024, respectively | $2.5M | $1.7M | |||||
| Due from related party | $304.6K | $531.7K | |||||
| Prepaids and other current assets | $273.7K | $446.8K | |||||
| Total current assets | $8.4M | $3.0M | |||||
| Right-of-use assets, net | $13.3K | $379.6K | |||||
| Intangible assets, net | $8.8M | $11.0M | |||||
| Goodwill | $4.9M | $4.9M | |||||
| Fixed assets, net | $332.6K | $680.2K | |||||
| Total assets | $22.4M | $20.0M | |||||
| Accounts payable and accrued liabilities | $11.5M | $9.3M | |||||
| Deferred revenue | $1.3M | $417.8K | |||||
| Due to related parties | $51.9K | $51.9K | |||||
| Operating lease liabilities | $10.4K | $72.8K | |||||
| Financing lease liabilities | $131.1K | $328.8K | |||||
| Factoring payable | $0 | $179.0K | |||||
| Encompass Purchase Liability | $650.0K | $263.9K | |||||
| Common stock issuance obligation | $18.9K | $69.6K | |||||
| Total current liabilities | $16.2M | $19.0M | |||||
| Notes payable, less current portion, net of discount | $593.9K | $593.9K | |||||
| Operating lease liabilities, less current portion | $2.9K | $269.3K | |||||
| Deferred revenue, net of current portion | $0 | $70.0K | |||||
| Deferred tax liabilities, net | $119.2K | $67.4K | |||||
| Total liabilities | $17.0M | $20.0M | |||||
| Commitments and Contingencies (Note 10) | $0 | $0 | |||||
| Preferred stock, $0.0001 par value, 10,000,000 shares authorized; 1,788 and 6,158 shares issued and outstanding as of December 31, 2025, and December 31, 2024, respectively | $1 | $1 | |||||
| Common stock, $0.0001 par value; 100,000,000 shares authorized; 33,193,140 and 16,297,190 shares issued and outstanding as of December 31, 2025, and 2024, respectively | $3.3K | $500.0K | $500.0K | $1.6K | |||
| Additional paid-in capital | $87.9M | $67.7M | |||||
| Accumulated deficit | -$82.4M | -$67.7M | |||||
| Total stockholders equity (deficit) | $5.5M | -$18.5K | -$4.3M | ||||
| Total liabilities and stockholders equity (deficit) | $22.4M | $20.0M | |||||
| Allowance for credit losses | $835.0K | $2.4M | |||||
| Preferred stock, par value (in Dollars per share) | $0.00 | $0.00 | |||||
| Preferred stock, shares authorized (in Shares) | 10.0M shares | 10.0M shares | |||||
| Preferred stock, shares outstanding (in Shares) | 1.8K shares | 6.2K shares | |||||
| Preferred stock, shares issued (in Shares) | 1.8K shares | 6.2K shares | |||||
| Common stock, par value (in Dollars per share) | $0.00 | $0.00 | $0.00 | ||||
| Common stock, shares authorized (in Shares) | 100.0M shares | 100.0M shares | |||||
| Common stock, shares outstanding (in Shares) | 33.2M shares | 16.3M shares | 14.7M shares | ||||
| Common stock, shares issued (in Shares) | 33.2M shares | 500.0K shares | 500.0K shares | 100.0K shares | 16.3M shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 2 fiscal years, latest first.4
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Net loss | -$14.7M | -$57.7M |
| Goodwill impairment charges | $0 | $56.7M |
| Shares issued as part of stock grants to vendors | $0 | $98.0K |
| Loss on issuance of financial instruments | $668.0K | $2.5M |
| Change in fair value of financial instruments | $1.5M | -$6.2M |
| Loss on extinguishment of debt | $221.2K | $646.0K |
| Gain on extinguishment of ELOC | -$42.4K | $0 |
| Loss on termination of lease | $140.7K | $0 |
| Deferred income taxes | $51.8K | -$1.7M |
| Amortization of discount on note payable | $0 | $7.0K |
| Allowance for expected credit losses | $1.0M | $759.8K |
| Depreciation and amortization | $2.6M | $1.3M |
| Stock-based compensation | $1.1M | $896.5K |
| Amortization of right-of-use assets | $66.2K | $55.5K |
| Accounts receivable | -$1.8M | -$1.1M |
| Due from related party | $227.0K | $254.4K |
| Prepaids and other current assets | $173.2K | -$202.2K |
| Encompass Purchase liability | $386.1K | $0 |
| Accounts payable and accrued liabilities | $4.2M | -$1.4M |
| Deferred revenue | $836.7K | -$414.7K |
| Due to related parties | $0 | -$210.8K |
| Operating lease liabilities | -$55.2K | -$92.9K |
| Net cash used in operating activities | -$3.4M | -$5.8M |
| Cash acquired from Business Combination- iDoc | $0 | $29.1K |
| Purchases of fixed assets | -$29.9K | -$55.3K |
| Net cash used in investing activities | -$29.9K | -$26.1K |
| Repayment on advances of related party | $0 | -$47.8K |
| Repayment on Extension Note | $0 | -$335.8K |
| Payments on Exchange note | -$61.4K | |
| Repayment on Additional Bridge Financing | $0 | -$52.7K |
| Payments on September 2024 Convertible Note | -$38.9K | |
| Repayment of notes payable | -$148.6K | -$38.2K |
| Payment to shareholder | -$10.0K | $0 |
| Proceeds from issuance of common stock | $1.5M | $0 |
| Proceeds from notes issued during the year | $1.8M | $0 |
| Proceeds from pre-funded warrants, net of issuance costs | $5.5M | $0 |
| Payments on factoring payable | -$179.0K | -$180.4K |
| Payments due on acquisition purchase | -$44 | -$5.2K |
| Payments on financing lease liability | -$25.0K | $0 |
| Proceeds from reverse recapitalization with DHAC | $0 | $1.3M |
| Net cash provided by financing activities | $8.4M | $6.0M |
| NET CHANGE IN CASH | $4.9M | $207.4K |
| Cash paid for interest expense | $212.5K | $111.3K |
| Shares issued | $0 | $325.3K |
| Escrow shares released from stock payable | $0 | $127.7K |
| Shares issued as conversion of debt | $0 | $155.6K |
| Shares issued as payment for March 2025 promissory Note | $707.0K | $0 |
| Preferred shares issued as conversion of Underwriting Fee as contemplated by the business combination transaction | $0 | $4.4M |
| Shares issued as part of stock grants to vendors | $0 | $625.8K |
| Shares issued on conversion of the Exchange Note | $1.7M | $600.0K |
| Preferred shares issued as conversion of VSee debt as contemplated by the business combination transaction | $0 | $220.0K |
| Net liabilities acquired in reverse merger | $0 | $19.4M |
| Finance lease payable reclassed from financing activities to accounts payable | $0 | $407.8K |
No quarter-by-quarter statement was filed.
Corporate structure
VSEE HEALTH, INC. sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of VSEE HEALTH, INC.
- ARMISTICE CAPITAL, LLC Filed SCHEDULE 13G/A on VSEE HEALTH, INC., latest Aug 14, 2026 (3 filings since Feb 17, 2026)
- Alta Partners LLC Filed SCHEDULE 13G/A on VSEE HEALTH, INC., latest Feb 23, 2026 (2 filings since Nov 5, 2025)
- Dominion Capital LLC Filed SCHEDULE 13G/A on VSEE HEALTH, INC., latest Feb 3, 2026 (4 filings since Jul 5, 2024)
- Lawrence M. Sands Filed SCHEDULE 13D/A on VSEE HEALTH, INC., latest Dec 4, 2025 (2 filings since Jul 1, 2024)
- Ayrton Capital LLC Filed SC 13G/A on VSEE HEALTH, INC., latest Nov 14, 2024 (2 filings since Feb 14, 2024)
- Imoigele Aisiku Filed SC 13D on VSEE HEALTH, INC., latest Jul 1, 2024
- Milton Chen Filed SC 13D on VSEE HEALTH, INC., latest Jul 1, 2024
- SPRING CREEK CAPITAL LLC Filed SC 13G/A on VSEE HEALTH, INC., latest Feb 9, 2024 (2 filings since Feb 10, 2023)
- Saba Capital Management, L.P. Filed SC 13G/A on VSEE HEALTH, INC., latest Feb 14, 2023 (2 filings since May 13, 2022)
- Beryl Capital Management LLC Filed SC 13G/A on VSEE HEALTH, INC., latest Feb 13, 2023 (3 filings since Nov 16, 2021)
- Space Summit Capital LLC Filed SC 13G/A on VSEE HEALTH, INC., latest Feb 3, 2022 (2 filings since Nov 9, 2021)
- VSEE HEALTH, INC. Boca Raton, Florida
Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What VSEE HEALTH, INC. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Property and equipment, before depreciation | $929.3K4 Dec 31, 2025 | $899.4K4 Dec 31, 2024 | +3.3% |
| Accumulated depreciation | $596.7K4 Dec 31, 2025 | $219.1K4 Dec 31, 2024 | +172.3% |
| Property and equipment, net | $332.6K4 Dec 31, 2025 | $680.2K4 Dec 31, 2024 | −51.1% |
| Finance-lease assets | $192.0K4 Dec 31, 2025 | $536.0K4 Dec 31, 2024 | −64.2% |
| Operating-lease assets (leased space) | $13.3K4 Dec 31, 2025 | $379.6K4 Dec 31, 2024 | −96.5% |
Investments
| Item | Latest | A year before | Change |
|---|---|---|---|
| Cash and cash equivalents | $5.3M4 Dec 31, 2025 | $326.1K4 Dec 31, 2024 | +1514.9% |
Intangibles and goodwill
| Item | Latest | A year before | Change |
|---|---|---|---|
| Goodwill | $4.9M4 Dec 31, 2025 | $4.9M4 Dec 31, 2024 | 0% |
| Intangible assets, net (excluding goodwill) | $8.8M4 Dec 31, 2025 | $11.0M4 Dec 31, 2024 | −20.1% |
| Accumulated amortization | $3.3M4 Dec 31, 2025 | $1.1M4 Dec 31, 2024 | +200.0% |
| Finite-lived intangibles, net | $8.8M4 Dec 31, 2025 | $11.0M4 Dec 31, 2024 | −20.1% |
Properties, in its own words
Our principal executive offices are located at 980 N Federal Hwy #304, Boca Raton, FL 33432, and our telephone number is (561) 672-7068. Our website can be found at https://vseehealth.com/.
Furthermore, iDoc has physical operations in Houston, Texas. Such office location for personnel is contracted via short-term leases.
Item 2 of the 10-K filed Mar 31, 2026.3
Leadership
Who has led VSEE HEALTH, INC., and when. Pick a name to see everywhere that person has worked.
Chief financial officer
2025
- Chief executive officerImoigele Aisiku Jun 26, 2024 to now10
- Chief executive officerMilton Chen Jun 26, 2024 to now11
- Chief executive officerScott Jordan Wolf Nov 3, 2021 to Nov 3, 202112
- Chief financial officerJerry Leonard Jun 26, 2024 to now13
Board members and other officers (11)
- Board memberColin P. O'Sullivan Jun 26, 2024 to now14
- Board memberImoigele Aisiku Jun 26, 2024 to now10
- Board memberMilton Chen Jun 26, 2024 to now11
- Board memberCydonii Fairfax V. Jul 25, 2024 to now15
- Board memberDavid L. Wickersham Jul 25, 2024 to now16
- Board memberKevin Lowdermilk Oct 28, 2022 to now17
- Board memberBrent D. Willis Nov 3, 2021 to Nov 3, 202118
- Board memberFrank Ciufo Nov 3, 2021 to Nov 3, 202119
- Board memberGeorge McNellage Nov 3, 2021 to Nov 3, 202120
- Board memberScott Jordan Wolf Nov 3, 2021 to Nov 3, 202112
- Board memberScott Metzger Nov 3, 2021 to now21
Named in SEC Form D filings
People the company listed in its private-offering notices.
Former names
- DIGITAL HEALTH ACQUISITION CORP.Jun 22, 2021 to Jun 12, 20242
Timeline
- Sep 30, 20268-K Entered a material agreement; New debt or obligation; Unregistered sale of shares23
- Sep 23, 20268-K Bylaws or fiscal year changed24
- Sep 9, 20268-K Entered a material agreement; Unregistered sale of shares25
- Aug 31, 20268-K Executive or director change26
- Aug 26, 20268-K Shareholder vote27
- Aug 4, 20268-K Listing notice or transfer28
- Jul 31, 20268-K Entered a material agreement; New debt or obligation; Unregistered sale of shares29
- Jul 24, 20268-K Entered a material agreement; Unregistered sale of shares30
- Jul 10, 20268-K Director nominations; Other events31
- Jul 7, 20268-K Entered a material agreement; New debt or obligation; Unregistered sale of shares32
- Jun 26, 20268-K Debt or obligation accelerated33
- Jun 11, 20268-K Entered a material agreement; Unregistered sale of shares34
- Jun 26, 2024New chief executive Milton Chen becomes CEO11
- Jun 26, 2024New chief executive Imoigele Aisiku becomes CEO10
- Nov 3, 2021New chief executive Scott Jordan Wolf becomes CEO12
Calendar
When it reported results
- Nov 18, 2024Reported quarterly or annual results35
- Sep 23, 2024Reported quarterly or annual results36
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
283 filings to the SEC since October 2021: 6 annual reports, 15 quarterly reports, 93 major events, 41 insider forms, 24 large holders, 8 private raises, 96 other. The latest 20:
- Oct 1, 2026S-1 EDGAR
- Sep 30, 20268-K EDGAR
- Sep 23, 20268-K EDGAR
- Sep 9, 20268-K EDGAR
- Aug 31, 20268-K EDGAR
- Aug 26, 20268-K EDGAR
- Aug 14, 202610-Q EDGAR
- Aug 14, 2026SCHEDULE 13G/A EDGAR
- Aug 4, 20268-K EDGAR
- Jul 31, 20268-K EDGAR
- Jul 24, 20268-K EDGAR
- Jul 20, 2026DEF 14A EDGAR
- Jul 10, 2026PRE 14A EDGAR
- Jul 10, 20268-K EDGAR
- Jul 7, 20268-K EDGAR
- Jun 26, 2026424B3 EDGAR
- Jun 26, 20268-K EDGAR
- Jun 11, 2026424B3 EDGAR
- Jun 11, 20268-K EDGAR
- Jun 11, 20268-K EDGAR
The 283 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
1 open-market trades by officers, directors and large owners since October 2021: 1 buys and 0 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Nov 8, 2021 | DIGITAL HEALTH SPONSOR LLC10% owner | Buy | 557,000 | Form 4 |
From Forms 4 filed with the SEC.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- ARMISTICE CAPITAL, LLCSCHEDULE 13G/A, 3 filings Feb 17, 2026 to Aug 14, 202637
- Alta Partners LLCSCHEDULE 13G/A, 2 filings Nov 5, 2025 to Feb 23, 202638
- Dominion Capital LLCSCHEDULE 13G/A, 4 filings Jul 5, 2024 to Feb 3, 202639
- Lawrence M. SandsSCHEDULE 13D/A, 2 filings Jul 1, 2024 to Dec 4, 202540
- Ayrton Capital LLCSC 13G/A, 2 filings Feb 14, 2024 to Nov 14, 202441
- Imoigele AisikuSC 13D, 1 filing Jul 1, 202442
- Milton ChenSC 13D, 1 filing Jul 1, 202443
- SPRING CREEK CAPITAL LLCSC 13G/A, 2 filings Feb 10, 2023 to Feb 9, 202444
- Saba Capital Management, L.P.SC 13G/A, 2 filings May 13, 2022 to Feb 14, 202345
- Beryl Capital Management LLCSC 13G/A, 3 filings Nov 16, 2021 to Feb 13, 202346
- Space Summit Capital LLCSC 13G/A, 2 filings Nov 9, 2021 to Feb 3, 202247
Executive pay
What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.
| Year | Executive | Age | Salary | Total pay |
|---|---|---|---|---|
| 2025 | Jerry Leonard | 58 | $250.0K | $709.0K48 |
| 2025 | Imoigele P. Aisiku | 54 | $200.0K | $584.0K48 |
| 2025 | Milton Chen | $200.0K | $300.0K48 | |
| 2024 | Senior Vice Presidentand Chief Financial Officer | $250.0K48 | ||
| 2024 | Chief Executive Officer and Chairman | $215.0K48 | ||
| 2024 | Former Co- ChiefExecutive Officer and Chairman | $120.0K48 |
Money raised
Private offerings the company reported to the SEC on Form D.
- Oct 21, 2024Raised $605,000 in a private offering of equity Form D: $50.4 million offered in all Form D
- Sep 30, 2024Raised $2.4 million in a private offering of securities Form D: $4 million offered in all Form D
- Aug 20, 2024Raised $421,000 in a private offering of equity Form D: 4 investors so far Form D
- Jun 24, 2024Raised $14 million in a private offering of securities Form D: 9 investors so far Form D
- Nov 21, 2023Raised $166,667 in a private offering of securities Form D: $62.3 million offered in all Form D
- May 5, 2023Raised $200,000 in a private offering of debt Form D: 1 investor so far Form D
- May 5, 2023Raised $300,000 in a private offering of securities Form D: 1 investor so far Form D
- Nov 8, 2021Raised $5.6 million in a private offering of equity Form D: 1 investor so far Form D
SEC filer profile
How VSEE HEALTH, INC. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARVSEE HEALTH, INC.1
- CIK0001864531
- Employer ID (EIN)86-29709273
- Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; not a shell company3
- Incorporated inDelaware3
- Fiscal year endsDecember 311
- Industry code (SIC)8000 Services-Health Services1
- SEC reviewing officeOffice of Industrial Applications and Services, Division of Corporation Finance1
- Business address980 N Federal Hwy, #304, Boca Raton, FL 334321
- Phone56167270681
- Shares outstanding56,679,813 as of Aug 12, 20268
- Public float$18.2M as of Jun 30, 20253
- AuditorWWC, P.C., San Mateo, California PCAOB ID 1171; no auditor attestation of internal control over financial reporting3
- On EDGAR sinceJun 22, 20211
- Filings288 in all: 8-K (92), 4 (26), CORRESP (16), 3 (15), 10-Q (14), 424B3 (14), UPLOAD (14), D (8)1
All 40 form types
S-4/A (8), SC 13G/A (7), DEF 14A (6), EFFECT (6), PRE 14A (6), S-1 (6), SC 13G (6), 10-K (5), S-1/A (4), SCHEDULE 13G/A (4), NT 10-K (3), NT 10-Q (3), SC 13D (3), SCHEDULE 13G (3), DEFA14A (2), 10-K/A (1), 10-Q/A (1), 25-NSE (1), 424B4 (1), 8-A12B (1), 8-K/A (1), CERT (1), DEFR14A (1), DRS (1), DRS/A (1), DRSLTR (1), POS EX (1), PRE 14C (1), PRER14A (1), S-4 (1), S-8 (1), SCHEDULE 13D/A (1)
- Latest filingsAnnual report (10-K) Mar 31, 2026
Quarterly report (10-Q) Aug 14, 2026
Proxy statement (DEF 14A) Jul 20, 2026
Latest 8-K (8-K) Sep 30, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Common Stock, par value $0.0001 per share | VSEE | Nasdaq |
| Warrants, which entitles the holder to purchase one (1) share of common stock at a price of $11.50 per whole share | VSEEW | Nasdaq |
From the cover page of the 10-K filed Mar 31, 2026 (Section 12(b) of the Exchange Act).3
Risk factors and legal proceedings
The risks VSEE HEALTH, INC. names in Item 1A of its 10-K filed Mar 31, 2026: 61 risks under these headings, as written.3
- Risks Related to Our Operation of Business
- We have a history of losses, anticipate increasing our operating expenses in the future and may not achieve or maintain profitability in the future.
- There is uncertainty regarding our ability to continue as a going concern.
- We operate in a competitive industry, and if we are not able to compete effectively, our business, financial condition, and results of operations will be harmed.
- The level of demand for and market utilization of our software and solutions are subject to a high degree of uncertainty.
- We have in the past been, and may in the future be, dependent on a limited number of significant customers.
- We may incur losses in the future, and thereafter may never achieve or sustain profitability.
- The developing and rapidly evolving nature of our business and the markets in which we operate may make it difficult to evaluate our business.
- Our business, results of operations, and financial condition may fluctuate on a quarterly and annual basis, which may result in a decline in our stock price if such fluctuations result in a failure to meet any projections that we may provide or the expectations of securities analysts or investors.
- Our sales cycles can be long and unpredictable and requires considerable time and expense. As a result, our sales, revenues, and cash flows are difficult to predict and may vary substantially from period to period, which may cause our results of operations to fluctuate significantly.
- Developments affecting spending by the healthcare industry could adversely affect our revenues.
- Our practices rely on physician and physician extender’s abilities and therefore there are potential medical malpractice risks that may adversely affect our business.
The other 50 risks
- Economic uncertainties or prolonged downturns in the general economy, or political changes, could disproportionately affect the demand for our solutions and harm our business.
- If our existing clients do not continue or renew their contracts with us, renew at lower fee levels or decline to purchase additional services from them, our business may be harmed.
- Our telemedicine business and growth strategy depends on our ability to maintain and expand our network of established hospital system and telemedicine user bases, board-certified physicians and other provider specialists. If we are unable to maintain and expand our network, our future growth would be limited and our business would be harmed.
- Our telemedicine business is dependent on our relationships with affiliated professional entities, which we do not own, to provide medical services, and our business would be harmed if those relationships were disrupted.
- If we are not able to develop and release new solutions, or successful enhancements, new features and modifications to our existing solutions, our business could be harmed.
- Any failure to offer high-quality technical support services may harm our relationships with our clients and our financial results.
- Because competition for qualified personnel is intense, we may not be able to attract and retain the highly skilled employees we need to support our continued growth.
- We depend on our senior management team, and the loss of one or more of these employees or an inability to attract and retain qualified key personnel could harm our business.
- Our management team has broad discretion in making strategic decisions to execute our growth plans, and there can be no assurance that management’s decisions will result in successful achievement of our business objectives or will not have unintended consequences that negatively impact our growth prospects.
- We may acquire other companies or technologies, which could divert our management’s attention, result in dilution to our stockholders, and otherwise disrupt our operations, and we may have difficulty integrating any such acquisitions successfully or realizing the anticipated benefits therefrom, any of which could harm our business.
- If we are unable to grow, or if we fail to manage future growth effectively, our revenues may not increase and we may be unable to implement our business strategy.
- If the estimates and assumptions we use to determine the size of our total addressable market are inaccurate, our future growth rate may be affected and our business would be harmed.
- We may not grow at the rates we historically have achieved or at all, even if our key metrics may indicate growth, which may adversely affect the market price of our common stock.
- We may in the future become subject to litigation, which could be costly and time-consuming to defend.
- We may become subject to medical liability claims, which could cause us to incur significant expenses, may require us to pay significant damages if not covered by insurance, and could harm our business.
- Taxing authorities may successfully assert that we should have collected or in the future should collect sales and use, value-added, or similar taxes, and we could be subject to liability with respect to past or future sales, which could adversely affect our results of operations.
- We will likely require additional capital from equity or debt financings to support business growth, and this capital might not be available on acceptable terms, if at all.
- Risks Related to Governmental Regulation
- In the U.S., we conduct business in a heavily regulated environment and if we fail to comply with health care laws and regulations, we could incur fines and other penalties, be prohibited from participating in certain reimbursement programs or be required to make significant changes to our operations or experience adverse publicity, which could have a material adverse effect on our business, financial condition, and results of operations.
- State legislative and regulatory changes specific to the area of telehealth law may present the third party medical groups and independent physicians on our platform with additional requirements and state compliance costs, which may create additional operational complexity and increase costs.
- Evolving government regulations and enforcement activities may require increased costs or adversely affect our results of operations.
- If we fail to comply with extensive healthcare laws and government regulations, we could suffer penalties or be required to make significant changes to our operations.
- Our collection, use and disclosure of personally identifiable information, including health information, is subject to federal and state privacy and security regulations, and our failure to comply with those regulations or to adequately secure the information we hold could result in significant liability or reputational harm to us and, in turn, harm our client base and our business.
- If we fail to comply with federal and state laws and policies governing claim submissions to government healthcare programs or commercial insurance programs, we or our clients may be subject to civil and criminal penalties or loss of eligibility to participate in government healthcare programs and contractual claims by commercial insurers.
- Physician licensing and credentialing, a cost of providing professional services, can negatively impact our margins as it may incur increased expenses to utilize appropriately licensed and credentialed physicians for consult demands, especially when expanding to new jurisdictions and new hospital clients.
- Certain software products related to telemedicine platforms may be subject to FDA regulatory review and oversight. It is critical to identify applicable FDA requirements and ensure compliance with such requirements.
- Risks Related to the Use of Our Technology
- Failure to keep pace with advances in technology could cause our solutions to become obsolete, which could harm our business, financial condition and results of operations.
- If the systems that we use to provide our services experience security breaches, we may incur significant liabilities, and our reputation and business may be harmed.
- We rely on telecommunications and internet service providers for providing solutions to our clients, and any interruption or failure in the services provided by these third parties could harm our business.
- Failure to protect or enforce our intellectual property rights could impair our ability to protect our internally developed technology and our brand and the costs involved in such enforcement could harm our business.
- We could incur substantial costs as a result of any claim of infringement of another party’s intellectual property rights.
- Our software platforms may not perform properly due to errors or similar problems, which could damage our reputation, give rise to claims against us, or divert application of our resources from other purposes, any of which could harm our business.
- Risks Related to our Common Stock and Us as Public Company
- We are an “emerging growth company” and we cannot be certain if the reduced disclosure requirements applicable to emerging growth companies will make our securities less attractive to investors.
- We have no substantial combined operating history, and any failure to successfully integrate the business of VSee Lab and iDoc could adversely affect the results of our operations.
- Our current management team have no experience managing a public company.
- If we fail to maintain an effective system of disclosure controls and internal control over financial reporting, our ability to produce timely and accurate financial statements or comply with applicable regulations could be impaired.
- If our business’ benefits do not meet the expectations of financial or industry analysts, the market price of our securities may decline.
- We are required to meet the continuing listing requirements of the Nasdaq Stock Market. However, we may be unable to maintain the listing of our securities in the future.
- Investors could experience a reduction in share price for our Common Stock they own, or dilution resulting from the exercise of warrants into Common Stock or the conversion of preferred stock into Common Stock, or the vesting and settlement of equity grants to employees, directors and consultants.
- We may be subject to securities litigation, which is expensive and could divert our management’s attention.
- If our shares become subject to the penny stock rules, it would become more difficult to trade our shares.
- We will continue to incur significant costs from operating as a public company, and our management expects to devote substantial time to public company compliance programs.
- We do not anticipate paying any cash dividends on our Common Stock in the foreseeable future and, as such, capital appreciation, if any, of our Common Stock will be your sole source of gain for the foreseeable future.
- Without obtaining adequate capital funding or improving our financial performance, we may not be able to continue as a going concern.
- We may amend the terms of the public warrants in a manner that may be adverse to holders of public warrants with the approval by the holders of at least 50% of the then outstanding public warrants. As a result, the exercise price of the public warrants could be increased, the exercise period could be shortened and the number of shares of common stock purchasable upon exercise of a public warrant could be decreased, all without approval of each public warrant affected.
- Although we consummated our initial business combination, there is no guarantee that the public warrants will ever be in the money, and they may expire worthless.
- Holders of our convertible promissory notes may sell a large number of shares, resulting in substantial diminution to the value of shares of Common Stock held by our current stockholders.
- Our commitments to issue shares of Common Stock or securities that are convertible into shares of Common Stock may cause significant dilution to our stockholders.
- Our commitment to issue shares of Common Stock pursuant to the terms of the Quantum Note and the Ascent Note could encourage short sales by third parties, which could contribute to the future decline of our stock price.
- We may require additional financing to sustain our operations, without which we may not be able to continue operations, and the terms of subsequent financings may adversely impact our stockholders.
- If we are unable to satisfy the applicable continued listing requirements of Nasdaq, our common stock could be delisted.
Legal proceedings
There are no material proceedings to which any director or officer, or any associate of any such director or officer, is a party that is adverse to our company or any of our subsidiaries or has a material interest adverse to our company or any of our subsidiaries. No director or executive officer has been a director or executive officer of any business which has filed a bankruptcy petition or had a bankruptcy petition filed against it during the past ten years. Except as described below, no current director or executive officer has been convicted of a criminal offense or is the subject of a pending criminal proceeding during the past ten years. No current director or executive officer has been the subject of any order, judgment or decree of any court permanently or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities or banking activities during the past ten years. No current director or officer has been found by a court to have violated a federal or state securities or commodities law during the past ten years.
From time to time, we may become a party to litigation and subject to claims incident to the ordinary course of our business. Although the results of such litigation and claims in the ordinary course of business cannot be predicted with certainty, we believe that the final outcome of such matters will not have a material adverse effect on our business, results of operations or financial condition. Regardless of outcome, litigation can have an adverse impact on us because of defense costs, diversion of management resources and other factors. Currently, there is no litigation pending against our company that could materially affect our company.
The opening of Item 3, Legal Proceedings.3
Sources
The numbers on this page point here. Each one links to the record it came from.
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- 11SEC EDGARMilton Chen, Chief executive officer
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- 14SEC EDGARColin P. O'Sullivan, Board member
- 15SEC EDGARCydonii Fairfax V., Board member
- 16SEC EDGARDavid L. Wickersham, Board member
- 17SEC EDGARKevin Lowdermilk, Board member
- 18SEC EDGARBrent D. Willis, Board member
- 19SEC EDGARFrank Ciufo, Board member
- 20SEC EDGARGeorge McNellage, Board member
- 21SEC EDGARScott Metzger, Board member
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- 24SEC EDGARBylaws or fiscal year changed
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- 26SEC EDGARExecutive or director change
- 27SEC EDGARShareholder vote
- 28SEC EDGARListing notice or transfer
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- 31SEC EDGARDirector nominations; Other events
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- 33SEC EDGARDebt or obligation accelerated
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