Form 8-K - Current report

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 16, 2024

VSEE HEALTH, INC.

(Exact name of registrant as specified in its charter)

Delaware		001-41015		86-2970927
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

980 N Federal Hwy #304 Boca Raton, Florida		33432
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (561) 672-7068

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, $0.0001 par value per share	VSEE	The Nasdaq Stock Market LLC
Warrants, which entitles the holder to purchase one (1) share of common stock at a price of $11.50 per whole share	VSEEW	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 7.01. Regulation FD Disclosure.

On December 16, 2024, VSee Health, Inc. (the “Company”) issued a press release announcing its partnership with Tele911, the nation's foremost ER diversion solution provider. A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.

The information included in this Item 7.01 and Exhibit 99.1 of this Current Report on Form 8-K is not deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall this item and Exhibit 99.1 be incorporated by reference into the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such future filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

Exhibit	Description
99.1	Press Release, dated December 16, 2024
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: December 18, 2024	VSEE HEALTH, INC.

	By:	/s/ Imoigele Aisiku
	Name:	Imoigele Aisiku
	Title:	Co-Chief Executive Officer

Exhibit 99.1

VSee Health Announces Partnership with Tele911 to Create First Virtual Emergency Department

Combining Telehealth Innovation with Emergency Care Solutions to Address ER Overcrowding and EMS Staffing Challenges

SAN JOSE, Calif.-- December 16, 2024 --VSee Health (Nasdaq: VSEE), a leader in digital healthcare transformation, announces its partnership with Tele911, the nation’s foremost ER diversion solution provider. This collaboration will harness the power of VSee Health’s versatile telehealth building blocks platform to expand Tele911’s impact in tackling two of the most critical challenges in emergency medical services (EMS): emergency room overcrowding and the ongoing 911 and EMS staffing crisis.

Tele911’s innovative solution diverts low acuity 911 calls from costly and resource-draining emergency room visits through on-demand telemedicine consultations with board-certified emergency physicians. This approach not only frees up emergency resources but also alleviates the strain on overburdened EMS teams. In locations where Tele911 operates, the model has served over 7 million lives across 17 locations in four states, saving $28.8 million in healthcare costs from less than 10,000 consultations.

“This partnership is a game-changer for the EMS industry,” said Dr. Milton Chen, Co-CEO of VSee Health. “By combining Tele911’s innovative care model with our robust telehealth platform, we are providing a scalable secure solution that allows Tele911 to deliver care on average in just 40 seconds, ensuring a robust 911 system for our nation. Together, we can ensure that emergency care is available when and where it’s truly needed.”

VSee Health’s secure, dynamic telehealth building block infrastructure gives Tele911 the flexibility to quickly pivot with the needs of its clients whether that means adjusting key workflows, scaling services, adding new locations, integrating with payers and 911 systems, or enhancing patient follow-ups. It empowers Tele911 to extend its reach, targeting over 10 million lives by the end of 2025.

Dr. Ramon Lizardo, MD, CEO of Tele911, emphasized the importance of the collaboration: “Our national 911 system serves as the default primary care for millions of patients. This puts EMS agencies under unprecedented pressure, with staffing shortages compounding the demands of emergency response. Our partnership with VSee Health allows us to focus on providing care when and where it’s most needed without worrying about the technology. Together, we’re redefining emergency care for millions of patients.”

By utilizing VSee Health’s HIPAA-compliant technology, Tele911 is positioned to onboard over 300 new fire and EMS agencies in its growing pipeline. This will reinforce both organizations’ commitment to delivering efficient, patient-centered solutions while addressing the systemic challenges in emergency healthcare.

About VSee Health

VSee Health’s AI telehealth platform is the fastest way for enterprises to go from ideation to market go-live. Field-hardened on over 1.5M HIPAA-compliant video encounters every month, its customizable building blocks meet stringent government security standards, and are ready to scale. VSee Health has traveled for field deployments to over 50 countries such as Iraq, Syria, Marshall Islands and El Salvador. Its clients include NASA Space Station, US Department of Health and Human Services, McKesson, Magellan, DaVita, GE, countless startups, and the entire country of Qatar.

VSee Health also provides tailored solutions for critical shortage areas such as critical care and teleradiology. It is committed to empowering high quality healthcare access and reducing physician burnout and workforce shortages through its telehealth technology. Visit vseehealth.com.

About Tele911

Tele911 Inc. is a healthcare technology company delivering telemedicine and patient navigation solutions tailored to the emergency medical services sector. The company was founded by leaders in emergency medicine and EMS, whose mission is to improve patients’ lives and expand access to care, while reducing unnecessary healthcare costs and strain on providers. Tele911’s telehealth platform provides integrated, intuitive, user-friendly clinical workflows. This enables more effective, efficient patient triage, care delivery, reporting and follow up to meet the needs of fire departments, EMS agencies, health systems, and local and national payer and risk-bearing organizations. For more information, visit tele911.com.

Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Certain of these forward-looking statements can be identified by the use of words such as “believes,” “expects,” “intends,” “plans,” “estimates,” “assumes,” “may,” “should,” “will,” “seeks,” or other similar expressions. Such statements may include, but are not limited to, statements regarding the Company’s ability to regain compliance with Nasdaq’s listing rules within the required timeframe. These statements are based on current expectations on the date of this press release and involve a number of risks and uncertainties that may cause actual results to differ significantly, including those risks set forth in the Company’s most recent Annual Report on Form 10-K and any subsequent Quarterly Reports on Form 10-Q and other documents filed with the SEC. Copies of such filings are available on the SEC’s website at www.sec.gov. The Company does not assume any obligation to update or revise any such forward-looking statements, whether as the result of new developments or otherwise. Readers are cautioned not to put undue reliance on forward-looking statements.

Contacts

Media Contact:

VSee Health

Anne Chang

(626) 513-1824

media@vsee.com

Tele911

Josue Perez-Davalos

Chief of Staff

(831) 566-7996

josue@tele911.com

Investor Contact:

Dave Gentry

RedChip Companies

1-407-644-4256

VSEE@redchip.com

Cover	Dec. 16, 2024
Document Type	8-K
Amendment Flag	false
Document Period End Date	Dec. 16, 2024
Entity File Number	001-41015
Entity Registrant Name	VSEE HEALTH, INC.
Entity Central Index Key	0001864531
Entity Tax Identification Number	86-2970927
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	980 N Federal Hwy #304
Entity Address, City or Town	Boca Raton
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33432
City Area Code	561
Local Phone Number	672-7068
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Common Stock [Member]
Title of 12(b) Security	Common Stock, $0.0001 par value per share
Trading Symbol	VSEE
Security Exchange Name	NASDAQ
Warrant [Member]
Title of 12(b) Security	Warrants, which entitles the holder to purchase one (1) share of common stock at a price of $11.50 per whole share
Trading Symbol	VSEEW
Security Exchange Name	NASDAQ