{"schema_version":"secwatch.filing_event.v1","accession":"0001437749-24-029654","form_type":"8-K","ticker":null,"cik":"0001253176","company_name":"VAPOTHERM INC","filed_at":"2024-09-20T23:59:59+00:00","discovered_at":"2026-05-14T18:03:12.404534+00:00","generated_at":"2026-05-31T02:43:35.046568+00:00","sec_items":["2.01","3.01","3.02","3.03","5.03","5.01","5.02","8.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.85,"calibrated_materiality_score":0.85,"confidence":"high","headline":"Vapotherm completes merger with Perceptive Advisors affiliate; shareholders receive $2.18/share","bullets":["Merger closed Sept 20, 2024; shareholders receive $2.18 per share in cash.","SLR converts ~$83M of term debt into preferred equity; retains $40M post-closing.","Perceptive invests $50M new preferred equity; portion funds merger consideration.","Trading of VAPO suspended on OTCQX; delisting and deregistration requested.","Board replaced: former directors resigned, Konstantin Poukalov appointed director."],"urls":{"canonical":"https://secwatch.observer/filing/0001437749-24-029654","json":"https://secwatch.observer/filing/0001437749-24-029654.json","markdown":"https://secwatch.observer/filing/0001437749-24-029654.md","text":"https://secwatch.observer/filing/0001437749-24-029654.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1253176/000143774924029654/0001437749-24-029654-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1253176/000143774924029654/vapo20240916c_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-31T02:43:35.046568+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":"0ced5f23c1","claim":"Anthony Arnerich resigned as Director at VAPOTHERM INC.","evidence_excerpt":"the following directors of the Company resigned and ceased to be directors of the Company as of the Effective Time: Joseph Army, Anthony Arnerich, Lance Berry, Lori Knowles, James Liken, Mary Beth Moynihan, Donald Spence and Elizabeth Weatherman.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1253176/000143774924029654/0001437749-24-029654-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"19b378a278","claim":"James Liken resigned as Director at VAPOTHERM INC.","evidence_excerpt":"the following directors of the Company resigned and ceased to be directors of the Company as of the Effective Time: Joseph Army, Anthony Arnerich, Lance Berry, Lori Knowles, James Liken, Mary Beth Moynihan, Donald Spence and Elizabeth Weatherman.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1253176/000143774924029654/0001437749-24-029654-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"2bcf469ad0","claim":"Elizabeth Weatherman resigned as Director at VAPOTHERM INC.","evidence_excerpt":"the following directors of the Company resigned and ceased to be directors of the Company as of the Effective Time: Joseph Army, Anthony Arnerich, Lance Berry, Lori Knowles, James Liken, Mary Beth Moynihan, Donald Spence and Elizabeth Weatherman.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1253176/000143774924029654/0001437749-24-029654-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"3bec21f23b","claim":"Donald Spence resigned as Director at VAPOTHERM INC.","evidence_excerpt":"the following directors of the Company resigned and ceased to be directors of the Company as of the Effective Time: Joseph Army, Anthony Arnerich, Lance Berry, Lori Knowles, James Liken, Mary Beth Moynihan, Donald Spence and Elizabeth Weatherman.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1253176/000143774924029654/0001437749-24-029654-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"7348ae6cb6","claim":"Mary Beth Moynihan resigned as Director at VAPOTHERM INC.","evidence_excerpt":"the following directors of the Company resigned and ceased to be directors of the Company as of the Effective Time: Joseph Army, Anthony Arnerich, Lance Berry, Lori Knowles, James Liken, Mary Beth Moynihan, Donald Spence and Elizabeth Weatherman.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1253176/000143774924029654/0001437749-24-029654-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"b4c34bd20a","claim":"Joseph Army resigned as Director at VAPOTHERM INC.","evidence_excerpt":"the following directors of the Company resigned and ceased to be directors of the Company as of the Effective Time: Joseph Army, Anthony Arnerich, Lance Berry, Lori Knowles, James Liken, Mary Beth Moynihan, Donald Spence and Elizabeth Weatherman.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1253176/000143774924029654/0001437749-24-029654-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"b9713ecff3","claim":"Lori Knowles resigned as Director at VAPOTHERM INC.","evidence_excerpt":"the following directors of the Company resigned and ceased to be directors of the Company as of the Effective Time: Joseph Army, Anthony Arnerich, Lance Berry, Lori Knowles, James Liken, Mary Beth Moynihan, Donald Spence and Elizabeth Weatherman.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1253176/000143774924029654/0001437749-24-029654-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"dc6c878f45","claim":"Lance Berry resigned as Director at VAPOTHERM INC.","evidence_excerpt":"the following directors of the Company resigned and ceased to be directors of the Company as of the Effective Time: Joseph Army, Anthony Arnerich, Lance Berry, Lori Knowles, James Liken, Mary Beth Moynihan, Donald Spence and Elizabeth Weatherman.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1253176/000143774924029654/0001437749-24-029654-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"e817eedd0c","claim":"Konstantin Poukalov was appointed as Director at VAPOTHERM INC.","evidence_excerpt":"At the Effective Time, the following director of Merger Sub became the director of the Surviving Corporation: Konstantin Poukalov.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1253176/000143774924029654/0001437749-24-029654-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"50ccf2b39f04a5d18b2a6599094147dca4d37a53","claim":"VAPOTHERM INC underwent a change of control involving Veronica Intermediate Holdings, LLC (affiliate of Perceptive Advisors, LLC) for $2.18 per share (closed 2024-09-20).","evidence_excerpt":"and outstanding immediately prior to the Effective Time, other than the Excluded Shares as described below, was converted into the right to receive an amount in cash equal to $2.18, without interest (the “ Per Share Merger Consideration ”). The “ Excluded Shares ” are (i) each Share held in the treasury of the Company or owned by the Company or any direct","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1253176/000143774924029654/0001437749-24-029654-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"change of control"},{"label":"Counterparty","value":"Veronica Intermediate Holdings, LLC (affiliate of Perceptive Advisors, LLC)"},{"label":"Consideration","value":"$2.18 per share"},{"label":"Closing","value":"2024-09-20"}],"fact_type":"ma_transaction"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}