{"schema_version":"secwatch.filing_event.v1","accession":"0001023459-23-000074","form_type":"8-K","ticker":"SLP","cik":"0001023459","company_name":"Simulations Plus, Inc.","filed_at":"2023-06-20T23:59:59+00:00","discovered_at":"2026-05-14T18:03:37.640704+00:00","generated_at":"2026-06-13T20:30:58.430447+00:00","sec_items":["1.01","5.02","7.01","9.01"],"event_type":"m_and_a","sentiment":"positive","materiality_score":0.7,"calibrated_materiality_score":0.7,"confidence":"high","headline":"Simulations Plus acquires Immunetrics for $15.5M+$8M earnout to expand QSP capabilities","bullets":["Total consideration up to $23.5M: $15.5M cash at closing (incl. $1.8M holdback) plus up to $8M earnout based on 2023-2024 revenue.","Acquisition closed June 16, 2023; Immunetrics becomes wholly-owned subsidiary of Simulations Plus.","Expands QSP modeling into immunology/oncology; therapeutic areas covered increased by over 50% to 20.","Steven Chang, ex-CEO of Immunetrics, appointed President of surviving entity with 2-year employment agreement; $330,000 base salary plus up to 10% bonus."],"urls":{"canonical":"https://secwatch.observer/filing/0001023459-23-000074","json":"https://secwatch.observer/filing/0001023459-23-000074.json","markdown":"https://secwatch.observer/filing/0001023459-23-000074.md","text":"https://secwatch.observer/filing/0001023459-23-000074.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1023459/000102345923000074/0001023459-23-000074-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1023459/000102345923000074/slp-20230616.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-13T20:30:58.430447+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"8de4f5de10","claim":"Steven Chang was appointed as President at Simulations Plus, Inc..","evidence_excerpt":"Steven Chang, the Chief Executive Officer of Immunetrics pre-Merger, was appointed as President of the Surviving Corporation","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1023459/000102345923000074/0001023459-23-000074-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"President"}],"fact_type":"executive_change"},{"claim_id":"2bb1a67f7b1048396291945833cd44248b027bb8","claim":"Simulations Plus, Inc. entered into Agreement and Plan of Merger with Immunetrics, Inc. and LaunchCyte LLC, as representative of the stockholders of Immunetrics valued at $13,705,082.50 (effective 2023-06-16).","evidence_excerpt":"On June 16, 2023, Simulations Plus, Inc. (the “Company”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) by and among the Company, Insight Merger Sub, Inc., a wholly-owned subsidiary of the Company (“Merger Sub”), Immunetrics, Inc. (“Immunetrics”), a company specializing in quantitative systems pharmacology modeling, and LaunchCyte LLC, as representative of the stockholders of Immunetrics (the “Stockholder Representative”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1023459/000102345923000074/0001023459-23-000074-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"merger"},{"label":"Counterparty","value":"Immunetrics, Inc. and LaunchCyte LLC, as representative of the stockholders of Immunetrics"},{"label":"Value","value":"$13,705,082.50"},{"label":"Effective","value":"2023-06-16"}],"fact_type":"material_agreement"},{"claim_id":"d41b64917465dcaef063a476317a1f36ce22ad15","claim":"Simulations Plus, Inc. entered into Earnout Agreement with the Company, Merger Sub, Immunetrics and the Stockholder Representative valued at up to $8.0 million of Earnout Payments (effective 2023-06-16).","evidence_excerpt":"Pursuant to the Earnout Agreement, the Company shall pay the Equityholders an aggregate amount of up to $8.0 million of Earnout Payments","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1023459/000102345923000074/0001023459-23-000074-index.htm","confidence":0.7,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Counterparty","value":"the Company, Merger Sub, Immunetrics and the Stockholder Representative"},{"label":"Value","value":"up to $8.0 million of Earnout Payments"},{"label":"Effective","value":"2023-06-16"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}