---
schema_version: "secwatch.filing_event.v1"
accession: "0001023459-26-000024"
form_type: "8-K"
ticker: "SLP"
cik: "0001023459"
company_name: "Simulations Plus, Inc."
filed_at: "2026-06-17T20:01:58+00:00"
generated_at: "2026-06-17T20:05:27.899970+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# Simulations Plus to be acquired by Altaris affiliate for $18.50 per share in all-cash deal

## Summary
- Each common share will be converted into $18.50 in cash, representing a premium to the last close.
- Founders Dr. Walter S. Woltosz and Virginia E. Woltosz, holding ~16% of shares, entered a Voting Agreement to support the deal.
- Closing conditions include shareholder approval, HSR clearance, and no financing condition; expected by February 10, 2027.
- Parent termination fee of $26M; Company termination fee of $13M; deal not subject to financing contingency.
- Executive transaction bonuses totaling ~$3.1M, including $822K for CEO Shawn O'Connor, payable upon closing.

## SEC filing metadata
- accession: 0001023459-26-000024
- form_type: 8-K
- ticker: SLP
- cik: 0001023459
- company_name: Simulations Plus, Inc.
- filed_at: 2026-06-17T20:01:58+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 1.01, 5.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1023459/000102345926000024/0001023459-26-000024-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1023459/000102345926000024/slp-20260615.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001023459-26-000024
- JSON: https://secwatch.observer/filing/0001023459-26-000024.json
- Plain text: https://secwatch.observer/filing/0001023459-26-000024.txt

## Key facts
- Material Agreements
  Simulations Plus, Inc. entered into Agreement and Plan of Merger with SP Evolution HoldCo II, LLC and SP Evolution BidCo II, LLC valued at $18.50 in cash (effective 2026-06-15).
  - Action: entry
  - Agreement: merger
  - Counterparty: SP Evolution HoldCo II, LLC and SP Evolution BidCo II, LLC
  - Value: $18.50 in cash
  - Effective: 2026-06-15
  source text: On June 15, 2026, Simulations Plus, Inc., a California corporation (the " Company "), entered into an Agreement and Plan of Merger (the " Merger Agreement ") by and among the Company, SP Evolution HoldCo II, LLC, a Delaware limited liability company and an affiliate of Altaris, LLC (" Parent ") and SP Evolution BidCo II, LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent (" Merger Sub "), pursuant to which Merger Sub will merge with and into the Company (the " Merger "), with the Company surviving as a wholly owned subsidiary of Parent (the " Surviving Corporation ").
  evidence_url: https://www.sec.gov/Archives/edgar/data/1023459/000102345926000024/0001023459-26-000024-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.