{"filing":{"accession_number":"0001185185-26-003896","cik":"0001864531","ticker":"VSEEW","company_name":"VSEE HEALTH, INC.","form":"8-K","filing_date":"2026-09-09","report_date":"2026-09-02","primary_document":"vsee8k090826.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1864531/000118518526003896/vsee8k090826.htm"},"events":[{"id":32341,"run_id":29714,"accession_number":"0001185185-26-003896","anchor_item_number":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"summary":"VSee Health entered into a Strata Purchase Agreement with Clearthink Capital Partners on September 2, 2026, committing up to $5.0 million for the purchase of common stock at the Company's direction over a 36-month period. The Company issued 40,000 commitment fee shares immediately upon execution. This is a classic at-the-market (ATM) or equity line of credit arrangement—a dilutive issuance of unregistered equity securities under Section 4(a)(2) and Regulation D, disclosed under Items 1.01 and 3.02. The filing explicitly states the shares are unregistered and issued in reliance on Section 4(a)(2), and the agreement allows the Company to direct purchases at 85% of the lowest closing price over the preceding ten trading days, creating significant dilution potential for existing shareholders.","company_name":"VSEE HEALTH, INC.","ticker":"VSEEW","filing_date":"2026-09-09","form":"8-K","submitted_at":null,"items":null}],"classifications":[{"id":35496,"accession_number":"0001185185-26-003896","item_number":null,"item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"VSee Health entered into a Strata Purchase Agreement with Clearthink Capital Partners on September 2, 2026, committing up to $5.0 million for the purchase of common stock at the Company's direction over a 36-month period. The Company issued 40,000 commitment fee shares immediately upon execution. This is a classic at-the-market (ATM) or equity line of credit arrangement—a dilutive issuance of unregistered equity securities under Section 4(a)(2) and Regulation D, disclosed under Items 1.01 and 3.02. The filing explicitly states the shares are unregistered and issued in reliance on Section 4(a)(2), and the agreement allows the Company to direct purchases at 85% of the lowest closing price over the preceding ten trading days, creating significant dilution potential for existing shareholders.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-09T20:14:52.001841+00:00","company_name":"VSEE HEALTH, INC.","ticker":"VSEEW","filing_date":"2026-09-09"}]}
