# LogicMark, Inc. (LGMK) — merger/definitive [completed]
Source: SEC API (secapi.ai) · situation sit_48794dcd2aa74e5478b0 · retrieved 2026-08-12T21:20:39.121Z

## Overview
LogicMark, Inc. is an orthopedic, prosthetic and surgical appliances and supplies company classified under SIC 3842.

LogicMark, Inc. entered into an Agreement and Plan of Merger dated July 31, 2026 with Langham Project, LLC (Parent) and Langham Merger Sub, Inc. (Merger Sub), whereby Merger Sub will merge with and into LogicMark, with LogicMark continuing as a wholly-owned subsidiary of Parent. Each outstanding share of LogicMark common stock will be cancelled and converted into the right to receive $1.31 per share in cash. The merger is conditioned on approval by the affirmative vote of holders representing a majority of the aggregate voting power entitled to vote on the merger, and approval by the majority of shares voting at a special shareholder meeting (excluding shares held by the holder of Series J preferred stock, but including shares held by officers and directors). Upon consummation, LogicMark expects to cease being a public reporting company and its common stock will cease quotation on the OTC market. The company expects to pay approximately $2 million plus accrued interest to the Series C Preferred Stock holder from cash on hand.

## Terms
- Counterparty: Langham Project, LLC · Consideration: cash · Price/share: $1.31

## Key dates
- Completed 2026-08-03

## Timeline
- 2026-08-03 · 8-K (0001213900-26-084705): 8-K - LogicMark, Inc. — *LogicMark, Inc. is an orthopedic, prosthetic and surgical appliances and supplies company classified under SIC 3842.* LogicMark, Inc. entered into an Agreement and Plan of Merger dated July 31, 2026 with Langham Project, LLC (Parent) and Langham Merger Sub, Inc. (Merger Sub), whereby Merger Sub will merge with and into LogicMark, with LogicMark continuing as a wholly-owned subsidiary of Parent. Each outstanding share of LogicMark common stock will be cancelled and converted into the right to receive $1.31 per share in cash. The merger is conditioned on approval by the affirmative vote of holders representing a majority of the aggregate voting power entitled to vote on the merger, and approval by the majority of shares voting at a special shareholder meeting (excluding shares held by the holder of Series J preferred stock, but including shares held by officers and directors). Upon consummation, LogicMark expects to cease being a public reporting company and its common stock will cease quotation on the OTC market. The company expects to pay approximately $2 million plus accrued interest to the Series C Preferred Stock holder from cash on hand.
  https://www.sec.gov/Archives/edgar/data/1566826/0001213900-26-084705.txt
- 2026-08-03 · 425 (0001213900-26-084707): 425 - LogicMark, Inc. — *LogicMark, Inc. is a Nevada corporation engaged in the orthopedic, prosthetic and surgical appliances and supplies business.* LogicMark, Inc. entered into an Agreement and Plan of Merger dated July 31, 2026 with Langham Project, LLC (Parent) and Langham Merger Sub, Inc. (Merger Sub), whereby Merger Sub will merge with and into LogicMark, with LogicMark continuing as a wholly-owned subsidiary of Parent. Each outstanding share of LogicMark common stock will be cancelled and converted into the right to receive $1.31 per share in cash. The merger is conditioned on approval by the affirmative vote of holders representing a majority of the aggregate voting power entitled to vote on the merger, and approval by the majority of shares voting at the special meeting, excluding shares held by the holder of Series J preferred stock but including shares held by officers and directors. Upon consummation, LogicMark expects to cease being a public reporting company and its common stock will cease quotation on the OTC market.
  https://www.sec.gov/Archives/edgar/data/1566826/0001213900-26-084707.txt

## Citations
- 0001213900-26-084705 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000121390026084705
- 0001213900-26-084707 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000121390026084707
