Chrome Holding Co. Enters Material Definitive Agreement

TL;DR

Chrome Holding Co. just signed a big deal, filing an 8-K on 9/10/25.

AI Summary

On September 10, 2025, Chrome Holding Co. entered into a material definitive agreement. The company, formerly known as 23andMe Holding Co., is incorporated in Delaware and has its principal executive offices in San Francisco, California.

Why It Matters

This filing indicates a significant new contract or partnership for Chrome Holding Co., which could impact its future business operations and financial performance.

Risk Assessment

Risk Level: medium — Entering into a material definitive agreement can introduce new risks related to the terms of the agreement, counterparty performance, and integration challenges.

Key Numbers

• 001-39587 — SEC File Number (Identifies the company's filings with the SEC.)
• 87-1240344 — IRS Employer Identification No. (Company's tax identification number.)

Key Players & Entities

• Chrome Holding Co. (company) — Registrant
• 23andMe Holding Co. (company) — Former name of registrant
• September 10, 2025 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• San Francisco, California (location) — Address of principal executive offices

FAQ

Key Financial Figures

• $302.5 million — ("TTAM") for a total purchase price of $302.5 million in cash, in addition to TTAM's assumpti
• $2.5 m — Lemonaid Health for a purchase price of $2.5 million, subject to higher and better off
• $10 million — id Health for a total purchase price of $10 million in cash (the "Purchase Price"), in addi
• $2.5 million — Agreement. The Purchaser has deposited $2.5 million with the Company as a good faith deposi
• $0.0001 — in the Company's Class A common stock, $0.0001 par value per share (the "Common Stock"

Filing Documents

• eh250675856_8k.htm (8-K) — 36KB
• 0000950142-25-002422.txt ( ) — 199KB
• na-20250910.xsd (EX-101.SCH) — 3KB
• na-20250910_lab.xml (EX-101.LAB) — 34KB
• na-20250910_pre.xml (EX-101.PRE) — 22KB
• eh250675856_8k_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement As previously disclosed, on March 23, 2025, Chrome Holding Co., a Delaware corporation (the "Company"), and certain of its subsidiaries (collectively, the "Filing Subsidiaries" and, together with the Company, the "Debtors") filed voluntary petitions seeking relief under Chapter 11 of Title 11 of the United States Bankruptcy Code (the "Bankruptcy Code") in the United States Bankruptcy Court (the "Court") for the Eastern District of Missouri (the "Chapter 11 Cases"). The Court previously approved the Debtors' motion with respect to the procedures applicable to the marketing and sale of all, substantially all, or some of the Debtors' assets. As previously disclosed, on July 14, 2025, the Debtors sold substantially all of their assets to 23andMe Research Institute (formerly known as TTAM Research Institute) ("TTAM") for a total purchase price of $302.5 million in cash, in addition to TTAM's assumption and payment of certain liabilities. The Debtors' Lemonaid telehealth business, which includes telehealth services providing medical care, pharmacy fulfillment and, the lab and test ordering services operated by Lemonaid Health Inc., a Delaware corporation ("Lemonaid Health") remains owned by the Debtors. As part of the transaction with TTAM and pursuant to the Court-approved procedures, TTAM agreed to acquire Lemonaid Health for a purchase price of $2.5 million, subject to higher and better offers. Following the closing of the transaction with TTAM, the Company received a higher and better offer from Bambumeta Ventures, LLC, a Delaware limited liability company ("Bambumeta Ventures"), to acquire Lemonaid Health. On September 10, 2025, the Company, Lemonaid Health, Chrome Pharmacy Holdings, Inc., a Delaware corporation ("Pharmacy Holdings" and, together with Lemonaid Health, the "Lemonaid Companies"), Lemonaid SPV, Inc., a Delaware corporation (the "Purchaser") and Bambumeta Ventures (the "Guarantor") entered into a

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CHROME HOLDING CO. Date: September 11, 2025 By: /s/ Joseph Selsavage Name: Joseph Selsavage Title: Chief Executive Officer, and Chief Financial and Accounting Officer

View Full Filing

View this 8-K filing on SEC EDGAR