{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-23-053625","form_type":"8-K","ticker":"KIDS","cik":"0001425450","company_name":"ORTHOPEDIATRICS CORP","filed_at":"2023-05-01T23:59:59+00:00","discovered_at":"2026-05-14T18:03:38.817032+00:00","generated_at":"2026-06-16T04:50:05.706130+00:00","sec_items":["1.01","2.01","3.02","5.02","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.6,"calibrated_materiality_score":0.6,"confidence":"high","headline":"OrthoPediatrics acquires Medtech Concepts for ~$15.2M; director resigns to lead it","bullets":["Purchase price: $3M cash + 43,751 shares (~$2.2M) at closing, plus $2.5M/yr for 4 years (50/50 cash/stock).","Medtech is an early-stage pre-commercial perioperative technology platform; no material 2023 revenue expected.","Kevin Unger resigned from board April 28 to become employee leading Medtech; replaced by Dr. George Dyer.","Special committee of independent directors approved the related-party transaction (Unger was on board).","Unger's closing stock is subject to 6-month vesting; earn-out payments depend on continued service through each anniversary."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-23-053625","json":"https://secwatch.observer/filing/0001104659-23-053625.json","markdown":"https://secwatch.observer/filing/0001104659-23-053625.md","text":"https://secwatch.observer/filing/0001104659-23-053625.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1425450/000110465923053625/0001104659-23-053625-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1425450/000110465923053625/tm2313989d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-16T04:50:05.706130+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":"5c01af1473","claim":"Kevin Unger resigned as Director at ORTHOPEDIATRICS CORP.","evidence_excerpt":"On April 27, 2023, the Board accepted the resignation of Kevin Unger as a member of the Board, which became effective April 28, 2023.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1425450/000110465923053625/0001104659-23-053625-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"6649f1eea6","claim":"George S. M. Dyer, MD was appointed as Director at ORTHOPEDIATRICS CORP.","evidence_excerpt":"Also effective April 28, 2023, the Board appointed George S. M. Dyer, MD, to fill the vacancy caused by Mr. Unger’s departure and to serve in the class of directors whose terms expire at the annual stockholder meeting in 2023.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1425450/000110465923053625/0001104659-23-053625-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"c37c4c813fbd801e577855b740e5d968fd964650","claim":"ORTHOPEDIATRICS CORP completed an acquisition involving Kevin Unger and DINZE LLC for approximately $15.2 million (closed 2023-05-01).","evidence_excerpt":"revenue contributions from the platform in 2023. Under the terms of the Purchase Agreement, the Sellers will be paid consideration in the aggregate amount of approximately $15.2 million, payable in the following manner: (i) cash in the aggregate amount of $3.0 million, on the transaction closing date (the “Closing Date”); (ii) 43,751 unregistered shares of the","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1425450/000110465923053625/0001104659-23-053625-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"acquisition"},{"label":"Counterparty","value":"Kevin Unger and DINZE LLC"},{"label":"Consideration","value":"approximately $15.2 million"},{"label":"Closing","value":"2023-05-01"}],"fact_type":"ma_transaction"},{"claim_id":"685ad60577029bc9502cbeb58f6c95ceb17de2d4","claim":"ORTHOPEDIATRICS CORP entered into Membership Interest Purchase Agreement with Kevin Unger and DINZE LLC valued at approximately $15.2 million (effective 2023-05-01).","evidence_excerpt":"On May 1, 2023, OrthoPediatrics Corp. (the “Company”) entered into a Membership Interest Purchase Agreement (the “Purchase Agreement”) with Kevin Unger and DINZE LLC, an Ohio limited liability company (collectively, the “Sellers”), and the sole member of DINZE LLC, providing for the purchase by the Company of all of the issued and outstanding membership interest of Medtech Concepts, LLC","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1425450/000110465923053625/0001104659-23-053625-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"asset purchase"},{"label":"Counterparty","value":"Kevin Unger and DINZE LLC"},{"label":"Value","value":"approximately $15.2 million"},{"label":"Effective","value":"2023-05-01"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}