VSEE on OTC
VSEE HEALTH, INC.
American health services company that raised $23.6 million in 2024 (SEC Form D). Summary from the record
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Last updated Oct 19, 2026.
Overview
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- TickerVSEE on OTC1
- IndustryServices-Health Services1
- HeadquartersBoca Raton, Florida1
- Incorporated inDE2
- Business address980 N Federal Hwy, #304, Boca Raton, Fl 334322
- Filer categoryNon-accelerated filer, Smaller reporting company, Emerging growth company2
- Legal formCorporation
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Simple Patient Experience. Before the virtual visit, our telehealth platform allows healthcare providers to:3 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2025
50.3%Gross margin4
-65.6%Operating margin4
-100.6%Net margin4
40.3%Revenue growth, 20254
-269.8%Return on equity4
0.11×Debt to equity4
-$3.5MFree cash flow4
What sells
Revenue by product, business segment and region, as the company reports it to the SEC.
Products and services
Telehealth Fees brought in 20% of the revenue VSEE HEALTH, INC. broke down this way in fiscal 2025.
Products and services by year
| Products and services | 2024 | 2025 |
|---|---|---|
| Telehealth Fees | $1.0M | $3.9M |
| Health Care, Patient Service | $1.2M | $3.4M |
| Patient Fees | $1.2M | $3.4M |
| Subscription and Circulation | $4.1M | $3.2M |
| Professional Services And Other Fees | $2.1M | $3.1M |
| Technical Engineering Fees | $2.0M | $1.0M |
| Technology Service | $2.0M | $1.0M |
| Institutional Fees | $6.9K | $2.5K |
Business segments
Technology, brought in 50% of the revenue VSEE HEALTH, INC. broke down this way in fiscal 2025.
Business segments by year
| Business segments | 2024 | 2025 |
|---|---|---|
| Technology, | $8.2M | $7.4M |
| Telehealth | $2.2M | $7.2M |
Where the money goes
Where each dollar of revenue went, fiscal 2025
- Cost of revenue50¢$7.3M
- Other costs50¢$7.3M
- Income tax0¢$13.5K
Out of $14.6M in revenue.45 The company lost money this year.
Financial statements
Every line of the income statement as filed: the last 2 fiscal years, latest first.4
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Total revenues | $14.6M | $10.4M |
| Cost of revenues | $7.3M | $3.2M |
| Gross margin | $7.4M | $7.2M |
| Compensation and related benefits | $6.9M | $5.3M |
| Goodwill impairment charges | $0 | $56.7M |
| General and administrative | $10.0M | $6.6M |
| Transaction expenses | $0 | $792.8K |
| Total operating expenses | $16.9M | $69.3M |
| Net operating loss | -$9.6M | -$62.2M |
| Interest expense | -$2.8M | -$211.5K |
| Other income, net | $47.4K | $504 |
| Change in fair value of financial instruments | -$1.5M | $6.2M |
| Gain on extinguishment of Equity Line of Credit (ELOC) | $42.4K | $0 |
| Loss on extinguishment of debt | -$221.2K | -$646.0K |
| Loss on issuance of financial instruments | -$668.0K | -$2.5M |
| Total other (expense) income, net | -$5.1M | $2.8M |
| Loss before (provision for) benefit from income taxes | -$14.6M | -$59.3M |
| (Provision for) benefit from income taxes | -$68.4K | $1.6M |
| Net loss | -$14.7M | -$57.7M |
| Basic loss per common share (in Dollars per share) | -$0.73 | -$5.65 |
| Diluted loss per common share (in Dollars per share) | -$0.73 | -$5.65 |
| Weighted average number of common shares outstanding, basic (in Shares) | 20.1M shares | 10.2M shares |
| Weighted average number of common shares outstanding, diluted (in Shares) | 20.1M shares | 10.2M shares |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 5 fiscal years (annual) or 7 quarters (quarterly), latest first.4
| Period ending | 2025-12-31 | 2025-10-31 | 2025-08-31 | 2025-03-31 | 2024-12-31 |
|---|---|---|---|---|---|
| Cash | $5.3M | $326.1K | |||
| Accounts receivable, net of allowance for credit losses of $835,007 and $2,393,033 as of December 31, 2025, and 2024, respectively | $2.5M | $1.7M | |||
| Due from related party | $304.6K | $531.7K | |||
| Prepaids and other current assets | $273.7K | $446.8K | |||
| Total current assets | $8.4M | $3.0M | |||
| Right-of-use assets, net | $13.3K | $379.6K | |||
| Intangible assets, net | $8.8M | $11.0M | |||
| Goodwill | $4.9M | $4.9M | |||
| Fixed assets, net | $332.6K | $680.2K | |||
| Total assets | $22.4M | $20.0M | |||
| Accounts payable and accrued liabilities | $11.5M | $9.3M | |||
| Deferred revenue | $1.3M | $417.8K | |||
| Due to related parties | $51.9K | $51.9K | |||
| Operating lease liabilities | $10.4K | $72.8K | |||
| Financing lease liabilities | $131.1K | $328.8K | |||
| Factoring payable | $0 | $179.0K | |||
| Encompass Purchase Liability | $650.0K | $263.9K | |||
| Common stock issuance obligation | $18.9K | $69.6K | |||
| Total current liabilities | $16.2M | $19.0M | |||
| Notes payable, less current portion, net of discount | $593.9K | $593.9K | |||
| Operating lease liabilities, less current portion | $2.9K | $269.3K | |||
| Deferred revenue, net of current portion | $0 | $70.0K | |||
| Deferred tax liabilities, net | $119.2K | $67.4K | |||
| Total liabilities | $17.0M | $20.0M | |||
| Commitments and Contingencies (Note 10) | $0 | $0 | |||
| Preferred stock, $0.0001 par value, 10,000,000 shares authorized; 1,788 and 6,158 shares issued and outstanding as of December 31, 2025, and December 31, 2024, respectively | $1 | $1 | |||
| Common stock, $0.0001 par value; 100,000,000 shares authorized; 33,193,140 and 16,297,190 shares issued and outstanding as of December 31, 2025, and 2024, respectively | $3.3K | $500.0K | $500.0K | $1.6K | |
| Additional paid-in capital | $87.9M | $67.7M | |||
| Accumulated deficit | -$82.4M | -$67.7M | |||
| Total stockholders equity (deficit) | $5.5M | -$18.5K | |||
| Total liabilities and stockholders equity (deficit) | $22.4M | $20.0M | |||
| Allowance for credit losses | $835.0K | $2.4M | |||
| Preferred stock, par value (in Dollars per share) | $0.00 | $0.00 | |||
| Preferred stock, shares authorized (in Shares) | 10.0M shares | 10.0M shares | |||
| Preferred stock, shares outstanding (in Shares) | 1.8K shares | 6.2K shares | |||
| Preferred stock, shares issued (in Shares) | 1.8K shares | 6.2K shares | |||
| Common stock, par value (in Dollars per share) | $0.00 | $0.00 | |||
| Common stock, shares authorized (in Shares) | 100.0M shares | 100.0M shares | |||
| Common stock, shares outstanding (in Shares) | 33.2M shares | 16.3M shares | |||
| Common stock, shares issued (in Shares) | 33.2M shares | 500.0K shares | 500.0K shares | 100.0K shares | 16.3M shares |
| Period ending | 2025-12-31 | 2025-10-31 | 2025-08-31 | 2025-03-31 | 2024-12-31 | 2024-06-30 | 2023-12-31 |
|---|---|---|---|---|---|---|---|
| Cash | $5.3M | $326.1K | |||||
| Accounts receivable, net of allowance for credit losses of $835,007 and $2,393,033 as of December 31, 2025, and 2024, respectively | $2.5M | $1.7M | |||||
| Due from related party | $304.6K | $531.7K | |||||
| Prepaids and other current assets | $273.7K | $446.8K | |||||
| Total current assets | $8.4M | $3.0M | |||||
| Right-of-use assets, net | $13.3K | $379.6K | |||||
| Intangible assets, net | $8.8M | $11.0M | |||||
| Goodwill | $4.9M | $4.9M | |||||
| Fixed assets, net | $332.6K | $680.2K | |||||
| Total assets | $22.4M | $20.0M | |||||
| Accounts payable and accrued liabilities | $11.5M | $9.3M | |||||
| Deferred revenue | $1.3M | $417.8K | |||||
| Due to related parties | $51.9K | $51.9K | |||||
| Operating lease liabilities | $10.4K | $72.8K | |||||
| Financing lease liabilities | $131.1K | $328.8K | |||||
| Factoring payable | $0 | $179.0K | |||||
| Encompass Purchase Liability | $650.0K | $263.9K | |||||
| Common stock issuance obligation | $18.9K | $69.6K | |||||
| Total current liabilities | $16.2M | $19.0M | |||||
| Notes payable, less current portion, net of discount | $593.9K | $593.9K | |||||
| Operating lease liabilities, less current portion | $2.9K | $269.3K | |||||
| Deferred revenue, net of current portion | $0 | $70.0K | |||||
| Deferred tax liabilities, net | $119.2K | $67.4K | |||||
| Total liabilities | $17.0M | $20.0M | |||||
| Commitments and Contingencies (Note 10) | $0 | $0 | |||||
| Preferred stock, $0.0001 par value, 10,000,000 shares authorized; 1,788 and 6,158 shares issued and outstanding as of December 31, 2025, and December 31, 2024, respectively | $1 | $1 | |||||
| Common stock, $0.0001 par value; 100,000,000 shares authorized; 33,193,140 and 16,297,190 shares issued and outstanding as of December 31, 2025, and 2024, respectively | $3.3K | $500.0K | $500.0K | $1.6K | |||
| Additional paid-in capital | $87.9M | $67.7M | |||||
| Accumulated deficit | -$82.4M | -$67.7M | |||||
| Total stockholders equity (deficit) | $5.5M | -$18.5K | -$4.3M | ||||
| Total liabilities and stockholders equity (deficit) | $22.4M | $20.0M | |||||
| Allowance for credit losses | $835.0K | $2.4M | |||||
| Preferred stock, par value (in Dollars per share) | $0.00 | $0.00 | |||||
| Preferred stock, shares authorized (in Shares) | 10.0M shares | 10.0M shares | |||||
| Preferred stock, shares outstanding (in Shares) | 1.8K shares | 6.2K shares | |||||
| Preferred stock, shares issued (in Shares) | 1.8K shares | 6.2K shares | |||||
| Common stock, par value (in Dollars per share) | $0.00 | $0.00 | $0.00 | ||||
| Common stock, shares authorized (in Shares) | 100.0M shares | 100.0M shares | |||||
| Common stock, shares outstanding (in Shares) | 33.2M shares | 16.3M shares | 14.7M shares | ||||
| Common stock, shares issued (in Shares) | 33.2M shares | 500.0K shares | 500.0K shares | 100.0K shares | 16.3M shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 2 fiscal years, latest first.4
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Net loss | -$14.7M | -$57.7M |
| Goodwill impairment charges | $0 | $56.7M |
| Shares issued as part of stock grants to vendors | $0 | $98.0K |
| Loss on issuance of financial instruments | $668.0K | $2.5M |
| Change in fair value of financial instruments | $1.5M | -$6.2M |
| Loss on extinguishment of debt | $221.2K | $646.0K |
| Gain on extinguishment of ELOC | -$42.4K | $0 |
| Loss on termination of lease | $140.7K | $0 |
| Deferred income taxes | $51.8K | -$1.7M |
| Amortization of discount on note payable | $0 | $7.0K |
| Allowance for expected credit losses | $1.0M | $759.8K |
| Depreciation and amortization | $2.6M | $1.3M |
| Stock-based compensation | $1.1M | $896.5K |
| Amortization of right-of-use assets | $66.2K | $55.5K |
| Accounts receivable | -$1.8M | -$1.1M |
| Due from related party | $227.0K | $254.4K |
| Prepaids and other current assets | $173.2K | -$202.2K |
| Encompass Purchase liability | $386.1K | $0 |
| Accounts payable and accrued liabilities | $4.2M | -$1.4M |
| Deferred revenue | $836.7K | -$414.7K |
| Due to related parties | $0 | -$210.8K |
| Operating lease liabilities | -$55.2K | -$92.9K |
| Net cash used in operating activities | -$3.4M | -$5.8M |
| Cash acquired from Business Combination- iDoc | $0 | $29.1K |
| Purchases of fixed assets | -$29.9K | -$55.3K |
| Net cash used in investing activities | -$29.9K | -$26.1K |
| Repayment on advances of related party | $0 | -$47.8K |
| Repayment on Extension Note | $0 | -$335.8K |
| Payments on Exchange note | -$61.4K | |
| Repayment on Additional Bridge Financing | $0 | -$52.7K |
| Payments on September 2024 Convertible Note | -$38.9K | |
| Repayment of notes payable | -$148.6K | -$38.2K |
| Payment to shareholder | -$10.0K | $0 |
| Proceeds from issuance of common stock | $1.5M | $0 |
| Proceeds from notes issued during the year | $1.8M | $0 |
| Proceeds from pre-funded warrants, net of issuance costs | $5.5M | $0 |
| Payments on factoring payable | -$179.0K | -$180.4K |
| Payments due on acquisition purchase | -$44 | -$5.2K |
| Payments on financing lease liability | -$25.0K | $0 |
| Proceeds from reverse recapitalization with DHAC | $0 | $1.3M |
| Net cash provided by financing activities | $8.4M | $6.0M |
| NET CHANGE IN CASH | $4.9M | $207.4K |
| Cash paid for interest expense | $212.5K | $111.3K |
| Shares issued | $0 | $325.3K |
| Escrow shares released from stock payable | $0 | $127.7K |
| Shares issued as conversion of debt | $0 | $155.6K |
| Shares issued as payment for March 2025 promissory Note | $707.0K | $0 |
| Preferred shares issued as conversion of Underwriting Fee as contemplated by the business combination transaction | $0 | $4.4M |
| Shares issued as part of stock grants to vendors | $0 | $625.8K |
| Shares issued on conversion of the Exchange Note | $1.7M | $600.0K |
| Preferred shares issued as conversion of VSee debt as contemplated by the business combination transaction | $0 | $220.0K |
| Net liabilities acquired in reverse merger | $0 | $19.4M |
| Finance lease payable reclassed from financing activities to accounts payable | $0 | $407.8K |
No quarter-by-quarter statement was filed.
Leadership
Who has led VSEE HEALTH, INC., and when. Pick a name to see everywhere that person has worked.
Chief financial officer
2025
- Chief executive officerImoigele Aisiku Jun 26, 2024 to now10
- Chief executive officerMilton Chen Jun 26, 2024 to now11
- Chief executive officerScott Jordan Wolf Nov 3, 2021 to Nov 3, 202112
- Chief financial officerJerry Leonard Jun 26, 2024 to now13
Board members and other officers (11)
- Board memberColin P. O'Sullivan Jun 26, 2024 to now14
- Board memberImoigele Aisiku Jun 26, 2024 to now10
- Board memberMilton Chen Jun 26, 2024 to now11
- Board memberCydonii Fairfax V. Jul 25, 2024 to now15
- Board memberDavid L. Wickersham Jul 25, 2024 to now16
- Board memberKevin Lowdermilk Oct 28, 2022 to now17
- Board memberBrent D. Willis Nov 3, 2021 to Nov 3, 202118
- Board memberFrank Ciufo Nov 3, 2021 to Nov 3, 202119
- Board memberGeorge McNellage Nov 3, 2021 to Nov 3, 202120
- Board memberScott Jordan Wolf Nov 3, 2021 to Nov 3, 202112
- Board memberScott Metzger Nov 3, 2021 to now21
Named in SEC Form D filings
People the company listed in its private-offering notices.
Former names
- DIGITAL HEALTH ACQUISITION CORP.Jun 22, 2021 to Jun 12, 20242
Timeline
Filings
283 filings to the SEC since October 2021: 6 annual reports, 15 quarterly reports, 93 major events, 41 insider forms, 24 large holders, 8 private raises, 96 other. The latest 20:
- Oct 1, 2026S-1 EDGAR
- Sep 30, 20268-K EDGAR
- Sep 23, 20268-K EDGAR
- Sep 9, 20268-K EDGAR
- Aug 31, 20268-K EDGAR
- Aug 26, 20268-K EDGAR
- Aug 14, 202610-Q EDGAR
- Aug 14, 2026SCHEDULE 13G/A EDGAR
- Aug 4, 20268-K EDGAR
- Jul 31, 20268-K EDGAR
- Jul 24, 20268-K EDGAR
- Jul 20, 2026DEF 14A EDGAR
- Jul 10, 2026PRE 14A EDGAR
- Jul 10, 20268-K EDGAR
- Jul 7, 20268-K EDGAR
- Jun 26, 2026424B3 EDGAR
- Jun 26, 20268-K EDGAR
- Jun 11, 2026424B3 EDGAR
- Jun 11, 20268-K EDGAR
- Jun 11, 20268-K EDGAR
The 283 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
1 open-market trades by officers, directors and large owners since October 2021: 1 buys and 0 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Nov 8, 2021 | DIGITAL HEALTH SPONSOR LLC10% owner | Buy | 557,000 | Form 4 |
From Forms 4 filed with the SEC.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- ARMISTICE CAPITAL, LLCSCHEDULE 13G/A, 3 filings Feb 17, 2026 to Aug 14, 202623
- Alta Partners LLCSCHEDULE 13G/A, 2 filings Nov 5, 2025 to Feb 23, 202624
- Dominion Capital LLCSCHEDULE 13G/A, 4 filings Jul 5, 2024 to Feb 3, 202625
- Lawrence M. SandsSCHEDULE 13D/A, 2 filings Jul 1, 2024 to Dec 4, 202526
- Ayrton Capital LLCSC 13G/A, 2 filings Feb 14, 2024 to Nov 14, 202427
- Imoigele AisikuSC 13D, 1 filing Jul 1, 202428
- Milton ChenSC 13D, 1 filing Jul 1, 202429
- SPRING CREEK CAPITAL LLCSC 13G/A, 2 filings Feb 10, 2023 to Feb 9, 202430
- Saba Capital Management, L.P.SC 13G/A, 2 filings May 13, 2022 to Feb 14, 202331
- Beryl Capital Management LLCSC 13G/A, 3 filings Nov 16, 2021 to Feb 13, 202332
- Space Summit Capital LLCSC 13G/A, 2 filings Nov 9, 2021 to Feb 3, 202233
Money raised
Private offerings the company reported to the SEC on Form D.
- Oct 21, 2024Raised $605,000 in a private offering of equity Form D: $50.4 million offered in all Form D
- Sep 30, 2024Raised $2.4 million in a private offering of securities Form D: $4 million offered in all Form D
- Aug 20, 2024Raised $421,000 in a private offering of equity Form D: 4 investors so far Form D
- Jun 24, 2024Raised $14 million in a private offering of securities Form D: 9 investors so far Form D
- Nov 21, 2023Raised $166,667 in a private offering of securities Form D: $62.3 million offered in all Form D
- May 5, 2023Raised $200,000 in a private offering of debt Form D: 1 investor so far Form D
- May 5, 2023Raised $300,000 in a private offering of securities Form D: 1 investor so far Form D
- Nov 8, 2021Raised $5.6 million in a private offering of equity Form D: 1 investor so far Form D
Sources
The numbers on this page point here. Each one links to the record it came from.
- 1
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- 11SEC EDGARMilton Chen, Chief executive officer
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- 14SEC EDGARColin P. O'Sullivan, Board member
- 15SEC EDGARCydonii Fairfax V., Board member
- 16SEC EDGARDavid L. Wickersham, Board member
- 17SEC EDGARKevin Lowdermilk, Board member
- 18SEC EDGARBrent D. Willis, Board member
- 19SEC EDGARFrank Ciufo, Board member
- 20SEC EDGARGeorge McNellage, Board member
- 21SEC EDGARScott Metzger, Board member
- 22
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- 24
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