Sands Group Files 13D on VSEE HEALTH, INC.

TL;DR

**VSEE 13D FILED:** Sands group now a major holder.

AI Summary

On June 24, 2024, Lawrence Sands, along with Digital Health Sponsor, LLC and SCS Capital Partners, LLC, filed a Schedule 13D regarding VSEE HEALTH, INC. (VSEE). This filing indicates a change in beneficial ownership, with the group now holding a significant stake in the company. The filing was made under the Securities Exchange Act of 1934.

Why It Matters

This filing signals a potential shift in control or influence over VSEE HEALTH, INC. by a new group of significant shareholders, which could impact the company's strategic direction and stock performance.

Risk Assessment

Risk Level: medium — Schedule 13D filings often precede significant corporate actions or changes in control, introducing uncertainty and potential volatility for the stock.

Key Players & Entities

• VSEE HEALTH, INC. (company) — Subject Company
• Lawrence Sands (person) — Filing Person
• Digital Health Sponsor, LLC (company) — Group Member
• SCS Capital Partners, LLC (company) — Group Member
• SCS, LLC (company) — Group Member

FAQ

Key Financial Figures

• $0.0001 — ame of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securiti
• $10 — ssuer at an initial conversion price of $10, and 557,000 warrants exercisable for 5

Filing Documents

• tm2418672d1_sc13d.htm (SC 13D) — 91KB
• 0001104659-24-077005.txt ( ) — 93KB

From the Filing

SC 13D 1 tm2418672d1_sc13d.htm SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* VSEE HEALTH, INC. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 92919Y102 (CUSIP Number) Lawrence Sands c/o VSEE HEALTH, INC. 980 N. Federal Highway, #304 Boca Raton, FL 33432 561 672 7068 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) June 24, 2024 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. Note : Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent. * The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “ Exchange Act ”) or otherwise subject to the liabilities of that section of the Exchange Act but shall be subject to all other provisions of the Exchange Act (however, see the Notes). CUSIP No. 92919Y102 13d Page 2 of 9 Pages 1 NAMES OF REPORTING PERSONS LAWRENCE SANDS 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) (b) 3 SEC USE ONLY 4 SOURCE OF FUNDS OO 5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION US Number of Shares Beneficially Owned By Each Reporting Person With 7 SOLE VOTING POWER 3,814,050 (1) 8 SHARED VOTING POWER 0 9 SOLE DISPOSITIVE POWER 3,814,050 (1) 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,814,050 (1) 12 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 25.96% 14 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IN (1) Consists of: (i) 2,630,250 shares of common stock of Issuer, 350 shares of Series A preferred stock convertible into 35,000 shares of common stock of Issuer at an initial conversion price of $10, and 557,000 warrants exercisable for 557,000 shares of common stock of Issuer held by Digital Health Sponsor LLC; (ii) 500,000 shares of common stock of Issuer and 765 shares of Series A preferred stock convertible into 76,500 shares of Issuer at an initial conversion price of $10 held by SCS Capital Partners LLC; and (iii) 153 shares of Series A preferred stock convertible into 15,300 shares of common stock of Issuer at an initial conversion price of $10 held by SCS, LLC. Mr. Sands is the sole manager of Digital Health Sponsor, LLC, and the sole manager and sole member of each of SCS Capital Partners LLC and SCS, LLC. CUSIP No. 92919Y102 13d Page 3 of 9 Pages 1 NAMES OF REPORTING PERSONS DIGITAL HEALTH SPONSOR, LLC 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) (b) 3 SEC USE ONLY 4 SOURCE OF FUNDS OO 5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware Number of Shares Beneficially Owned By Each Reporting Person With 7 SOLE VOTING POWER 3,222,250 (2) 8 SHARED VOTING POWER 0 9 SOLE DISPOSITIVE POWER 3,222,250 (2) 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,222,250 (2) 12 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 21.08% 14 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) OO (2) Consists of 2,630,250 shares of common stock, 350 shares of Series A preferred stock convertible into 35,000 shares of common stock of Issuer at an initial conversion price of $10, and 557,000 warrants exercisable for 557,000 shares of common stock of Issuer. CUSIP No. 92919Y102 13d Page 4 of 9 Pages 1 NAMES OF REPORTING PERSONS SCS CAPITAL PARTNERS, LLC 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) (b) 3 SEC USE ONLY 4 SOURCE OF FUNDS OO 5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware Number of Shares Beneficially Owned By Each Reporting Person With

View Full Filing

View this SC 13D filing on SEC EDGAR