{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-23-120488","form_type":"8-K","ticker":"VSEE","cik":"0001864531","company_name":"VSEE HEALTH, INC.","filed_at":"2023-11-22T23:59:59+00:00","discovered_at":"2026-05-14T18:03:31.180730+00:00","generated_at":"2026-06-07T22:22:11.943341+00:00","sec_items":["1.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.75,"calibrated_materiality_score":0.75,"confidence":"high","headline":"Digital Health Acquisition Corp. amends business combination with VSee and iDoc, secures $3M note and $50M equity line","bullets":["Third Amended and Restated Business Combination Agreement signed Nov 21, 2023, replacing prior agreement between DHAC, VSee, and iDoc.","Additional bridge financing: $166,667 in convertible notes (10% OID, 8% interest, convertible at $10/share) and Exchange Note of $2,523,744.29.","Quantum Financing: $3,000,000 convertible note (7% OID, 12% interest, conversion price $10 or 85% of VWAP, floor $2).","Equity Purchase Agreement: up to $50,000,000 of common stock over 36 months; $500,000 commitment fee note convertible at $10/share.","Debt conversion transactions: certain DHAC, VSee, and iDoc indebtedness converted into Series A Preferred Stock at closing."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-23-120488","json":"https://secwatch.observer/filing/0001104659-23-120488.json","markdown":"https://secwatch.observer/filing/0001104659-23-120488.md","text":"https://secwatch.observer/filing/0001104659-23-120488.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1864531/000110465923120488/0001104659-23-120488-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1864531/000110465923120488/tm2331127d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-07T22:22:11.943341+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":"17c81360b24f7741f10d1fe85ddc55cf6a39430a","claim":"VSEE HEALTH, INC. amended Third Amended and Restated Transaction Support Agreement with Digital Health Acquisition Corp., Milton Chen, Dr. Imoigele Aisiku, and certain other stockholders of VSee and iDoc (effective 2023-11-21).","evidence_excerpt":"entered into a Third Amended and Restated Transaction Support Agreement, dated as of November 21, 2023 (the “Transaction Support Agreement”) which amended and restated the Second Amended and Restated Transaction Support Agreement executed on October 6, 2022","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1864531/000110465923120488/0001104659-23-120488-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Counterparty","value":"Digital Health Acquisition Corp., Milton Chen, Dr. Imoigele Aisiku, and certain other stockholders of VSee and iDoc"},{"label":"Effective","value":"2023-11-21"}],"fact_type":"material_agreement"},{"claim_id":"9229afcceeef82b61186b1feedde58de2a933315","claim":"VSEE HEALTH, INC. amended Second Amendment to Leak-Out Agreement with DHAC.","evidence_excerpt":"DHAC executed a second amendment to leak-out agreement (the “Second Amendment to Leak-Out Agreement”), pursuant to which the signing stockholder agreed to fulfil its obligations under the Leak-Out Agreement dated August 9, 2022","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1864531/000110465923120488/0001104659-23-120488-index.htm","confidence":0.7,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Counterparty","value":"DHAC"}],"fact_type":"material_agreement"},{"claim_id":"cb14a123eed6f6f45fc39a0e680d1b901d7a03b1","claim":"VSEE HEALTH, INC. entered into Third Amended and Restated Business Combination Agreement with Digital Health Acquisition Corp., DHAC Merger Sub I, Inc., DHAC Merger Sub II, Inc., VSee Lab, Inc., iDoc Virtual Telehealth Solutions, Inc. (effective 2023-11-21).","evidence_excerpt":"On November 21, 2023, the parties to the Business Combination Agreement entered into the Third Amended and Restated Business Combination Agreement (the “Business Combination Agreement”), pursuant to which the Second A &R Business Combination Agreement was amended and restated","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1864531/000110465923120488/0001104659-23-120488-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"merger"},{"label":"Counterparty","value":"Digital Health Acquisition Corp., DHAC Merger Sub I, Inc., DHAC Merger Sub II, Inc., VSee Lab, Inc., iDoc Virtual Telehealth Solutions, Inc."},{"label":"Effective","value":"2023-11-21"}],"fact_type":"material_agreement"},{"claim_id":"f39dcc0985f245a548a168ca60fa20c6e987a280","claim":"VSEE HEALTH, INC. amended Bridge Letter Agreement with an institutional investor valued at aggregate principal amount of $166,667 (with a subscription amount of $150,000).","evidence_excerpt":"DHAC entered into a letter agreement to the Bridge SPA (the “Bridge Letter Agreement”), pursuant to which the Bridge Investor agreed to purchase additional 10% original issue discount convertible promissory notes in the aggregate principal amount of $166,667","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1864531/000110465923120488/0001104659-23-120488-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Counterparty","value":"an institutional investor"},{"label":"Value","value":"aggregate principal amount of $166,667 (with a subscription amount of $150,000)"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}