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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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(Amendment No. 3)
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FORIAN INC. (Name of Issuer) |
Common Stock (Title of Class of Securities) |
34630N106 (CUSIP Number) |
12/31/2024 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule 13d-1(b)
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 Rule 13d-1(c)
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| Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | 34630N106 |
| 1 | Names of Reporting Persons
Larry N. Feinberg | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,366,107.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
4.4 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: This percentage is based on 31,016,379 shares of common stock of the Issuer outstanding as of November 12, 2024, as reported on the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission for the quarter ended September 30, 2024.
SCHEDULE 13G
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| CUSIP No. | 34630N106 |
| 1 | Names of Reporting Persons
Oracle Partners, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
935,598.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
3.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: This percentage is based on 31,016,379 shares of common stock of the Issuer outstanding as of November 12, 2024, as reported on the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission for the quarter ended September 30, 2024.
SCHEDULE 13G
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| CUSIP No. | 34630N106 |
| 1 | Names of Reporting Persons
Oracle Institutional Partners, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
113,929.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.4 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: This percentage is based on 31,016,379 shares of common stock of the Issuer outstanding as of November 12, 2024, as reported on the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission for the quarter ended September 30, 2024.
SCHEDULE 13G
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| CUSIP No. | 34630N106 |
| 1 | Names of Reporting Persons
Oracle Ten Fund, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
0.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: This percentage is based on 31,016,379 shares of common stock of the Issuer outstanding as of November 12, 2024, as reported on the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission for the quarter ended September 30, 2024.
SCHEDULE 13G
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| CUSIP No. | 34630N106 |
| 1 | Names of Reporting Persons
Oracle Investment Management, Inc. Employees' Retirement Plan | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CONNECTICUT
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
28,000.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.1 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
EP, OO |
Comment for Type of Reporting Person: This percentage is based on 31,016,379 shares of common stock of the Issuer outstanding as of November 12, 2024, as reported on the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission for the quarter ended September 30, 2024.
SCHEDULE 13G
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| CUSIP No. | 34630N106 |
| 1 | Names of Reporting Persons
The Feinberg Family Foundation | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CONNECTICUT
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
7,200.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: This percentage is based on 31,016,379 shares of common stock of the Issuer outstanding as of November 12, 2024, as reported on the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission for the quarter ended September 30, 2024.
SCHEDULE 13G
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| CUSIP No. | 34630N106 |
| 1 | Names of Reporting Persons
Oracle Associates, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,049,527.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
3.4 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
HC, OO |
Comment for Type of Reporting Person: This percentage is based on 31,016,379 shares of common stock of the Issuer outstanding as of November 12, 2024, as reported on the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission for the quarter ended September 30, 2024.
SCHEDULE 13G
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| CUSIP No. | 34630N106 |
| 1 | Names of Reporting Persons
Oracle Investment Management, Inc. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,077,527.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
3.5 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IA, CO |
Comment for Type of Reporting Person: This percentage is based on 31,016,379 shares of common stock of the Issuer outstanding as of November 12, 2024, as reported on the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission for the quarter ended September 30, 2024.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
FORIAN INC. | |
| (b) | Address of issuer's principal executive offices:
41 University Drive Suite 400 Newtown, PA, 18940 | |
| Item 2. | ||
| (a) | Name of person filing:
This Amendment No. 3 to Schedule 13G (this "Amendment No. 3") is being filed with respect to the common stock, par value $0.001 (the "Common Stock") of Forian Inc., a Delaware corporation (the "Issuer"), to amend the Schedule 13G filed on April 14, 2022, as previously amended by Amendment No. 1, filed on February 9, 2023 and by Amendment No. 2, filed on February 13, 2024 (as so amended, the "Schedule 13G"), in accordance with the annual amendment requirements. This Amendment No. 3 is being filed on behalf of Oracle Partners, L.P., a Delaware limited partnership ("Oracle Partners"), Oracle Ten Fund, L.P., a Delaware limited partnership ("Oracle Ten Fund"), Oracle Institutional Partners, L.P., a Delaware limited partnership ("Institutional Partners" and, collectively with Oracle Partners and Oracle Ten Fund, the "Oracle Partnerships"), Oracle Investment Management, Inc. Employees' Retirement Plan, an employee benefit plan organized in Connecticut (the "Retirement Plan"), Oracle Associates, LLC, a Delaware limited liability company and the general partner of the Oracle Partnerships ("Oracle Associates"), Oracle Investment Management, Inc., a Delaware corporation and the investment manager to the Oracle Partnerships and the plan administrator to the Retirement Plan (the "Investment Manager"), The Feinberg Family Foundation, a foundation organized in Connecticut (the "Foundation"), and Larry N. Feinberg, the managing member of Oracle Associates, the sole shareholder and president of the Investment Manager and the trustee of the Foundation and the Retirement Plan (each of the foregoing, a "Reporting Person" and collectively, the "Reporting Persons"). Capitalized terms used but not defined herein have the meaning ascribed thereto in the Schedule 13G. This Amendment constitutes an exit filing of the Reporting Persons. | |
| (b) | Address or principal business office or, if none, residence:
The address of the principal business office of the Reporting Persons is 500 W. Putnam Avenue, Greenwich, Connecticut 06830. | |
| (c) | Citizenship:
Mr. Feinberg is a citizen of the United States of America. See Item 2(a) for the place of organization of the other Reporting Persons. | |
| (d) | Title of class of securities:
Common Stock | |
| (e) | CUSIP No.:
34630N106 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
A. Larry N. Feinberg: 1,366,107
B. Oracle Partners, L.P.: 935,598
C. Oracle Institutional Partners, L.P.: 113,929
D. Oracle Ten Fund, L.P.: 0
E. Oracle Associates, LLC: 1,049,527
F. Oracle Investment Management, Inc.: 1,077,527
G. Oracle Investment Management, Inc. Employees' Retirement Plan: 28,000
H. The Feinberg Family Foundation: 7,200 | |
| (b) | Percent of class:
A. Larry N. Feinberg: 4.40%
B. Oracle Partners, L.P.: 3.02%
C. Oracle Institutional Partners, L.P.: 0.37%
D. Oracle Ten Fund, L.P.: 0.00%
E. Oracle Associates, LLC: 3.38%
F. Oracle Investment Management, Inc.: 3.47%
G. Oracle Investment Management, Inc. Employees' Retirement Plan: 0.09%
H. The Feinberg Family Foundation: 0.00% | |
| (c) | Number of shares as to which the person has:
| |
| (i) Sole power to vote or to direct the vote:
A. Larry N. Feinberg: 281,380
B. Oracle Partners, L.P.: 0
C. Oracle Institutional Partners, L.P.: 0
D. Oracle Ten Fund, L.P.: 0
E. Oracle Associates, LLC: 0
F. Oracle Investment Management, Inc.: 0
G. Oracle Investment Management, Inc. Employees' Retirement Plan: 0
H. The Feinberg Family Foundation: 0 | ||
| (ii) Shared power to vote or to direct the vote:
A. Larry N. Feinberg: 1,084,727
B. Oracle Partners, L.P.: 935,598
C. Oracle Institutional Partners, L.P.: 113,929
D. Oracle Ten Fund, L.P.: 0
E. Oracle Associates, LLC: 1,049,527
F. Oracle Investment Management, Inc.: 1,077,527
G. Oracle Investment Management, Inc. Employees' Retirement Plan: 28,000
H. The Feinberg Family Foundation: 7,200 | ||
| (iii) Sole power to dispose or to direct the disposition of:
A. Larry N. Feinberg: 281,380
B. Oracle Partners, L.P.: 0
C. Oracle Institutional Partners, L.P.: 0
D. Oracle Ten Fund, L.P.: 0
E. Oracle Associates, LLC: 0
F. Oracle Investment Management, Inc.: 0
G. Oracle Investment Management, Inc. Employees' Retirement Plan: 0
H. The Feinberg Family Foundation: 0 | ||
| (iv) Shared power to dispose or to direct the disposition of:
A. Larry N. Feinberg: 1,084,727
B. Oracle Partners, L.P.: 935,598
C. Oracle Institutional Partners, L.P.: 113,929
D. Oracle Ten Fund, L.P.: 0
E. Oracle Associates, LLC: 1,049,527
F. Oracle Investment Management, Inc.: 1,077,527
G. Oracle Investment Management, Inc. Employees' Retirement Plan: 28,000
H. The Feinberg Family Foundation: 7,200 | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
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Ownership of 5 percent or less of a class
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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