Forian Inc. 8-K

What Happened
Forian, Inc. (NASDAQ: FORA) announced it completed a redomiciliation from Delaware to Maryland through a statutory conversion that became effective at 12:01 a.m. ET on January 9, 2026. The company filed the required conversion and incorporation documents with Delaware and Maryland authorities and adopted a new Maryland charter and bylaws. The redomiciliation was approved by stockholders at a special meeting held January 8, 2026.

Key Details

• Stockholder vote (Jan 8, 2026): For 22,312,024; Against 1,620,763; Abstain 1,308; Broker non-vote 0.
• At the Effective Time each outstanding share of Forian common stock converted automatically, one-for-one, into shares of the Maryland corporation’s common stock (same par value $0.001); no action required by holders and trading continues under the ticker FORA on Nasdaq.
• All outstanding warrants, options and rights remain unchanged in number and terms and now relate to shares of the Maryland corporation. Stock certificates need not be exchanged.
• The company says the redomiciliation does not change its business, employees, management, offices, assets, liabilities or material contracts (other than transaction costs). New indemnification agreements for officers and directors under Maryland law were adopted.

Why It Matters
This is a legal/structural change in the company’s state of incorporation that may alter the corporate governance and certain stockholder rights (as described in the company’s proxy and new charter/bylaws). For most investors, operational business, shareholdings, and market trading are unchanged—shares remain listed as FORA and convert one-for-one—however, differences between Delaware and Maryland law and the new charter/bylaws could affect governance, shareholder litigation rights, and director/officer protections. Investors should review the company’s proxy statement and the filed Maryland charter and bylaws for details.