Form 4: Fonar Corp. Merger Completes, Damadian No Longer Subject to Section 16
Statement of Changes in Beneficial Ownership
Fonar Corp. announced the completion of its merger, resulting in Timothy Raymond Damadian no longer being subject to Section 16 reporting requirements.
Summary
- Fonar Corp. has completed a merger transaction.
- Timothy Raymond Damadian, an officer of the company, has filed a Form 4 statement.
- The merger was completed on June 3, 2026, pursuant to an agreement dated December 23, 2025.
- The transaction involved Merger Sub merging with and into Fonar Corp., with Fonar Corp. surviving as a wholly owned subsidiary.
- Each outstanding share of Fonar Corp. common stock was converted into $19.00 in cash.
- Excluded shares, held by Parent, the Company, or their subsidiaries, were cancelled without consideration.
- As a result of the merger, Timothy Raymond Damadian is no longer subject to Section 16 reporting requirements.
Sentiment
Score: 7
Explanation: StockSavvy.ai views this as a positive outcome for shareholders who received a cash premium, but neutral for the market as the company is being taken private.
Positives
- Shareholders received $19.00 per share in cash, indicating a successful exit for investors.
- The merger was successfully completed, fulfilling the terms of the agreement.
Negatives
- Shares held by the company and its subsidiaries (Excluded Shares) were cancelled without any payment.
Future Outlook
The filing indicates the completion of a merger, which signifies the end of Fonar Corp. as an independent publicly traded entity. Future outlook is now tied to the acquiring entity.
Industry Context
StockSavvy.ai notes that the completion of this merger signifies a consolidation trend within the medical technology sector, where companies are acquired to achieve scale or integrate specialized technologies. The cash-out for shareholders at a premium is a common outcome in such transactions.
Stakeholder Impact
- Shareholders: Received $19.00 per share in cash, realizing their investment.
- Management (Timothy Raymond Damadian): No longer subject to Section 16 reporting requirements.
- Employees: Their employment status and terms are likely to be determined by the acquiring entity.
- Creditors: The merger terms do not explicitly detail impacts on creditors, but the surviving entity will assume obligations.
Next Steps
- Fonar Corp. will operate as a wholly owned subsidiary of Parent.
- Timothy Raymond Damadian will no longer be subject to Section 16 reporting requirements.
Key Dates
| Date | Description |
|---|---|
| 2025-12-23 | Date of the agreement and plan of merger. |
| 2026-06-03 | Effective date of the merger completion. |
| 2026-06-08 | Date of the signature on the Form 4 filing. |
Keywords
Fonar Corp, FONR, Merger, Acquisition, Form 4, SEC Filing, Section 16, Beneficial Ownership, Timothy Raymond Damadian
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