VSEE HEALTH, INC. (VSEE): Entry into a Material Definitive Agreement
VSEE HEALTH, INC. (VSEE) filed an SEC Form 8-K — Entry into a Material Definitive Agreement. EX-10.4 5 vseeex10-4.htm EXHIBIT 10.4 Exhibit 10.4 THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD,
How this was made
The 30-second read
Why it matters
The disclosed payment schedule, default interest (22%), and conversion language create a tangible near-term catalyst for credit/liquidity reassessment and potential equity overhang if conversion is triggered.
Market read
Traders may reprice VSEE based on the note’s cost, mandatory payments, and default/dilution risk profile.
What to watch
Key missing details include the full conversion terms, whether payments are already funded/secured, and how the company’s cash position compares to the scheduled Dec 2026–Apr 2027 payments.
Background
The 8-K reports VSEE’s entry into a material definitive agreement, including a promissory note issued June 18, 2026 to Vanquish Funding Group Inc.
Ticker impact
VSEE entered a material definitive agreement issuing a $295.55k promissory note with 22% default interest and mandatory monthly payments through Apr 2027.
Moderate downside risk if investors view the note as expensive/credit-stressed; upside limited unless conversion/dilution is clearly manageable.
This is a fresh 8-K disclosure of debt terms (amount, maturity, payment schedule, default interest, and conversion language), but the excerpt lacks the full conversion mechanics and whether the note is already funded/used, limiting precision on equity impact.
Market effects
Adds to the broader micro/small-cap financing narrative where expensive notes can raise perceived balance-sheet risk.
No clear regional spillover beyond US small-cap credit sentiment.
Limited; this appears company-specific financing with no stated cross-border counterparties beyond the named holder.
Counterpoint
The note’s prepayment option (with a declining prepayment percentage) could reduce effective cost if VSEE can refinance quickly, limiting long-run dilution risk.
Key entities
- issuerVSEE Health, Inc.
Borrower that entered the material definitive agreement and issued the promissory note.
- counterpartyVanquish Funding Group Inc.
Holder/payee under the promissory note.

