DEF 14A: Forian Inc. Sets Date for 2024 Annual Stockholders Meeting
Proxy Statement
Forian Inc. will hold its 2024 Annual Meeting of Stockholders virtually on June 12, 2024, to elect directors and ratify the appointment of its independent accounting firm.
Summary
- Forian Inc. will hold its 2024 Annual Meeting of Stockholders virtually on June 12, 2024, at 12:00 p.m. Eastern Time.
- Stockholders will vote on the election of four Class III directors for terms expiring in 2027.
- The meeting will also include a vote to ratify the appointment of Marcum LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2024.
- The Board of Directors recommends voting FOR the election of all four director nominees and FOR the ratification of Marcum LLP.
- The record date for determining stockholders eligible to vote is April 19, 2024.
- Proxy materials and the 2023 Annual Report on Form 10-K are available online.
- Stockholders can vote via the Internet, by mail, or by telephone.
- As of the record date, there were 31,139,797 shares of common stock outstanding.
- Directors and executive officers beneficially own approximately 25.7% of the outstanding common stock and are expected to vote in favor of the proposals.
Sentiment
Score: 7
Explanation: The document is a standard proxy statement, presenting routine corporate governance matters in a neutral and informative tone. The Board's recommendations suggest a positive outlook on the nominees and the accounting firm.
Positives
- The Annual Meeting will be held virtually, potentially increasing stockholder attendance and participation.
- The Board recommends voting FOR all proposals, indicating confidence in the nominees and the accounting firm.
- Directors and executive officers have a significant ownership stake (25.7%), aligning their interests with those of other stockholders.
Future Outlook
The document outlines the business to be conducted at the Annual Meeting, including the election of directors and ratification of the accounting firm, but does not provide specific forward-looking statements about the company's future performance or strategy.
Management Comments
- Max Wygod, Executive Chairman, Chief Executive Officer and President, expressed gratitude for stockholders' ongoing support.
- The Board of Directors unanimously recommends voting FOR the election of all four Class III director nominees and FOR the proposal to ratify Marcum LLP.
Industry Context
This announcement is a standard corporate governance procedure for publicly traded companies. The election of directors and ratification of auditors are routine matters.
Comparison to Industry Standards
- The director independence criteria align with Nasdaq listing rules, a common benchmark for publicly traded companies.
- The audit fee structure is typical for companies of similar size and complexity, with fees comparable to those charged by Marcum LLP to other publicly listed clients.
- The virtual annual meeting format is increasingly common, reflecting a trend toward greater accessibility and cost-effectiveness.
Related Party Transactions
- Adam Dublin, Chief Strategy Officer, previously received consulting payments from a vendor: $317,722 in 2023 and $467,324 in 2022.
- The company entered into a License and Services Agreement with Veritas Data Research, Inc., an entity in which Shahir Kassam-Adams has a material equity interest, with total license fees paid to Forian through April 26, 2024, equal to $100,000.
Stakeholder Impact
- Shareholders are asked to vote on key governance matters, influencing the direction and oversight of the company.
- Employees are indirectly affected by the election of directors and the selection of the accounting firm, as these decisions impact the company's overall stability and performance.
Next Steps
- Stockholders are encouraged to vote on the proposals before the Annual Meeting.
- The company will file a Current Report on Form 8-K to publish the final voting results after the Annual Meeting.
- Stockholders can submit proposals for the 2025 Annual Meeting between December 30, 2024, and January 29, 2025.
Key Dates
| Date | Description |
|---|---|
| April 19, 2024 | Record date for determining stockholders entitled to notice of, and to vote at, the Annual Meeting |
| April 29, 2024 | Approximate date of mailing proxy materials to stockholders |
| April 26, 2024 | Date used for beneficial ownership calculations |
| June 11, 2024 | Deadline for Internet and telephone votes (11:59 p.m. Eastern Time) |
| June 12, 2024 | Date of the 2024 Annual Meeting of Stockholders at 12:00 p.m. Eastern Time |
| December 31, 2024 | Fiscal year end for which Marcum LLP is being considered as the independent registered public accounting firm |
| December 30, 2024 | Earliest date for stockholders to submit proposals for the 2025 Annual Meeting |
| January 29, 2025 | Latest date for stockholders to submit proposals for the 2025 Annual Meeting |
Keywords
Annual Meeting, Proxy Statement, Directors, Marcum LLP, Stockholders, Voting, Forian Inc., Governance, Audit Committee
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