{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-24-033266","form_type":"8-K","ticker":null,"cik":"0001819113","company_name":"Science 37 Holdings, Inc.","filed_at":"2024-03-12T23:59:59+00:00","discovered_at":"2026-05-14T18:03:25.673527+00:00","generated_at":"2026-06-04T23:14:24.022042+00:00","sec_items":["2.01","3.01","3.03","5.01","5.03","5.02","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":1.0,"calibrated_materiality_score":1.0,"confidence":"high","headline":"Science 37 acquired by eMed in $38M all-cash deal; shares to be delisted from Nasdaq","bullets":["eMed's Merger Sub completed tender offer at $5.75/share; 77.8% of shares tendered.","Merger closed March 12, 2024; remaining shares converted to $5.75 per share cash.","Aggregate consideration of ~$38M, funded from eMed's cash and short-term borrowing.","All 7 directors resigned; Michael Cole and Jeffrey Schumm appointed as new board.","Science 37 requested Nasdaq delisting and will file Form 15 to suspend SEC reporting."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-24-033266","json":"https://secwatch.observer/filing/0001104659-24-033266.json","markdown":"https://secwatch.observer/filing/0001104659-24-033266.md","text":"https://secwatch.observer/filing/0001104659-24-033266.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1819113/000110465924033266/0001104659-24-033266-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1819113/000110465924033266/tm244329d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-04T23:14:24.022042+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":"0a55fc1b85","claim":"David Coman resigned as director at Science 37 Holdings, Inc..","evidence_excerpt":"Pursuant to the terms of the Merger Agreement, and effective as of the Effective Time, each director of the Company immediately prior to the Effective Time, David Coman, Robert Faulkner, Bhooshitha B. De Silva, John W. Hubbard, Emily Rollins, Neil Tiwari and Paul von Autenried, resigned as a director of the Company and Michael Cole and Jeffrey Schumm became the directors of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1819113/000110465924033266/0001104659-24-033266-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"director"}],"fact_type":"executive_change"},{"claim_id":"0c3f6b8f7d","claim":"Bhooshitha B. De Silva resigned as director at Science 37 Holdings, Inc..","evidence_excerpt":"Pursuant to the terms of the Merger Agreement, and effective as of the Effective Time, each director of the Company immediately prior to the Effective Time, David Coman, Robert Faulkner, Bhooshitha B. De Silva, John W. Hubbard, Emily Rollins, Neil Tiwari and Paul von Autenried, resigned as a director of the Company and Michael Cole and Jeffrey Schumm became the directors of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1819113/000110465924033266/0001104659-24-033266-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"director"}],"fact_type":"executive_change"},{"claim_id":"40b461483d","claim":"Jeffrey Schumm was appointed as director at Science 37 Holdings, Inc..","evidence_excerpt":"Pursuant to the terms of the Merger Agreement, and effective as of the Effective Time, each director of the Company immediately prior to the Effective Time, David Coman, Robert Faulkner, Bhooshitha B. De Silva, John W. Hubbard, Emily Rollins, Neil Tiwari and Paul von Autenried, resigned as a director of the Company and Michael Cole and Jeffrey Schumm became the directors of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1819113/000110465924033266/0001104659-24-033266-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"became"},{"label":"Role","value":"director"}],"fact_type":"executive_change"},{"claim_id":"4e245733f0","claim":"Neil Tiwari resigned as director at Science 37 Holdings, Inc..","evidence_excerpt":"Pursuant to the terms of the Merger Agreement, and effective as of the Effective Time, each director of the Company immediately prior to the Effective Time, David Coman, Robert Faulkner, Bhooshitha B. De Silva, John W. Hubbard, Emily Rollins, Neil Tiwari and Paul von Autenried, resigned as a director of the Company and Michael Cole and Jeffrey Schumm became the directors of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1819113/000110465924033266/0001104659-24-033266-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"director"}],"fact_type":"executive_change"},{"claim_id":"67217a228c","claim":"John W. Hubbard resigned as director at Science 37 Holdings, Inc..","evidence_excerpt":"Pursuant to the terms of the Merger Agreement, and effective as of the Effective Time, each director of the Company immediately prior to the Effective Time, David Coman, Robert Faulkner, Bhooshitha B. De Silva, John W. Hubbard, Emily Rollins, Neil Tiwari and Paul von Autenried, resigned as a director of the Company and Michael Cole and Jeffrey Schumm became the directors of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1819113/000110465924033266/0001104659-24-033266-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"director"}],"fact_type":"executive_change"},{"claim_id":"6be2928cbd","claim":"Emily Rollins resigned as director at Science 37 Holdings, Inc..","evidence_excerpt":"Pursuant to the terms of the Merger Agreement, and effective as of the Effective Time, each director of the Company immediately prior to the Effective Time, David Coman, Robert Faulkner, Bhooshitha B. De Silva, John W. Hubbard, Emily Rollins, Neil Tiwari and Paul von Autenried, resigned as a director of the Company and Michael Cole and Jeffrey Schumm became the directors of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1819113/000110465924033266/0001104659-24-033266-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"director"}],"fact_type":"executive_change"},{"claim_id":"a3f5c1b20d","claim":"Paul von Autenried resigned as director at Science 37 Holdings, Inc..","evidence_excerpt":"Pursuant to the terms of the Merger Agreement, and effective as of the Effective Time, each director of the Company immediately prior to the Effective Time, David Coman, Robert Faulkner, Bhooshitha B. De Silva, John W. Hubbard, Emily Rollins, Neil Tiwari and Paul von Autenried, resigned as a director of the Company and Michael Cole and Jeffrey Schumm became the directors of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1819113/000110465924033266/0001104659-24-033266-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"director"}],"fact_type":"executive_change"},{"claim_id":"c32f548e7d","claim":"Michael Cole was appointed as director at Science 37 Holdings, Inc..","evidence_excerpt":"Pursuant to the terms of the Merger Agreement, and effective as of the Effective Time, each director of the Company immediately prior to the Effective Time, David Coman, Robert Faulkner, Bhooshitha B. De Silva, John W. Hubbard, Emily Rollins, Neil Tiwari and Paul von Autenried, resigned as a director of the Company and Michael Cole and Jeffrey Schumm became the directors of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1819113/000110465924033266/0001104659-24-033266-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"became"},{"label":"Role","value":"director"}],"fact_type":"executive_change"},{"claim_id":"f4bf560d75","claim":"Robert Faulkner resigned as director at Science 37 Holdings, Inc..","evidence_excerpt":"Pursuant to the terms of the Merger Agreement, and effective as of the Effective Time, each director of the Company immediately prior to the Effective Time, David Coman, Robert Faulkner, Bhooshitha B. De Silva, John W. Hubbard, Emily Rollins, Neil Tiwari and Paul von Autenried, resigned as a director of the Company and Michael Cole and Jeffrey Schumm became the directors of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1819113/000110465924033266/0001104659-24-033266-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"director"}],"fact_type":"executive_change"},{"claim_id":"7ecc36942dbf5ef5d061f85b573985f800dbc3d7","claim":"Science 37 Holdings, Inc.: Amended and restated bylaws in their entirety.","evidence_excerpt":"the Company’s bylaws, as in effect immediately prior to the Effective Time, were amended and restated in their entirety (the “ Second Amended and Restated Bylaws ”).","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1819113/000110465924033266/0001104659-24-033266-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"bylaw amendment"}],"fact_type":"governance_change"},{"claim_id":"a3175dc83cffe406e673155fd97c55e37182f2ab","claim":"Science 37 Holdings, Inc.: Amended and restated certificate of incorporation in its entirety.","evidence_excerpt":"the Company’s certificate of incorporation, as in effect immediately prior to the Effective Time, was amended and restated in its entirety (the “ Third Amended and Restated Certificate of Incorporation ”).","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1819113/000110465924033266/0001104659-24-033266-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"}],"fact_type":"governance_change"},{"claim_id":"c15e6a1f0aee665715840e9ee5ef66a2a6cd66e7","claim":"Science 37 Holdings, Inc. underwent a change of control involving eMed, LLC for $5.75 per Share (closed 2024-03-12).","evidence_excerpt":"2024, Merger Sub commenced a cash tender offer for all of the Company’s outstanding shares of common stock, par value $0.0001 per share (“ Shares ”), at a purchase price of $5.75 per Share (the “ Offer Price ” ), net to the seller in cash, without interest, subject to any required withholding of taxes, upon the terms and subject to the conditions set forth","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1819113/000110465924033266/0001104659-24-033266-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"change of control"},{"label":"Counterparty","value":"eMed, LLC"},{"label":"Consideration","value":"$5.75 per Share"},{"label":"Closing","value":"2024-03-12"}],"fact_type":"ma_transaction"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}