Semler Scientific, Inc. (SMLR) Securities Class Action Lawsuit [October 9, 2025]

Introduction to Semler Scientific, Inc. (SMLR) Securities Class Action Lawsuit

A securities fraud class action has been filed against Semler Scientific, Inc. (NASDAQ: SMLR) in the Northern District of California. The proposed class covers investors who acquired Semler securities between March 10, 2021 and April 15, 2025, both dates inclusive. According to the complaint, investors allege the Company discussed False Claims Act risk and DOJ enforcement only in hypothetical terms while failing to disclose that a real DOJ investigation under the False Claims Act had been underway for years. The truth surfaced when Semler disclosed the DOJ's civil investigative demands and later an agreement in principle to settle for $29.75 million. Following these disclosures, the stock fell sharply on two separate trading days.

Semler Scientific, Inc. (SMLR) Securities Lawsuit Case Details

Case Name: Krishnamoorthy v. Semler Scientific, Inc., et al.
Case No.: Case 5:25-cv-07303
Jurisdiction: U.S. District Court, Northern District of California
Filed on: August 29, 2025

Semler Scientific, Inc. (SMLR) Company Profile

Semler Scientific develops and markets technology products and services that help evaluate and treat chronic diseases, including its patented, FDA-cleared QuantaFlo device for aiding diagnosis of peripheral arterial disease. The Company also invests in bitcoin as its primary treasury reserve asset while its healthcare technology solutions business remains its operational focus.

Semler Scientific, Inc. (SMLR) Securities Lawsuit Class Period

March 10, 2021–April 15, 2025, inclusive

All persons and entities other than Defendants who purchased or otherwise acquired the publicly traded securities of Semler Scientific during the Class Period may be eligible to join the Semler Scientific, Inc. (SMLR) class action lawsuit.

Allegations in the Semler Scientific, Inc. (SMLR) Securities Class Action Lawsuit

The complaint names Semler Scientific, Inc., CEO and director Douglas Murphy-Chutorian, former principal financial officer Andrew B. Weinstein, and CFO Renae Cormier. Investors allege these defendants spoke about compliance obligations and DOJ scrutiny as general risks while omitting that Semler was actually under an ongoing DOJ False Claims Act investigation.

The narrative begins on March 9, 2021, when Murphy-Chutorian and Weinstein signed the 2020 Annual Report on Form 10-K, stating that operations "may be subject" to healthcare fraud and abuse laws, including the False Claims Act, and noting increased DOJ scrutiny. Similar risk language appeared again in the 2021 Form 10-K signed by the same executives on March 4, 2022, and in the 2022 Form 10-K on March 23, 2023. On March 7, 2024, Murphy-Chutorian and Cormier included substantially similar statements in the 2023 Form 10-K.

According to the complaint, while these filings framed DOJ enforcement as a hypothetical risk, Semler had already received multiple DOJ civil investigative demands under the False Claims Act. Investors allege the failure to disclose this ongoing, material investigation rendered the Company's public statements materially false and/or misleading throughout the class period.

The Truth Emerges

The story turned on February 28, 2025, when Semler's Form 10-K revealed that the DOJ issued an initial civil investigative demand in July 2017 under the False Claims Act regarding marketing of tests using photoplethysmography technology for Medicare reimbursement, followed by additional CIDs in February 2019, December 2021, April 2022, and April 2023. Management further disclosed that on February 6, 2025, the DOJ invited settlement discussions and requested a settlement offer by February 11, 2025; Semler began discussions on February 11 but ceased them the same day.

Then, on April 15, 2025, a Form 8-K announced that Semler had resumed negotiations and reached an agreement in principle to pay $29.75 million to settle all claims, while noting there was no guarantee a final agreement would be reached and that HHS might require further undertakings. These disclosures contradicted prior filings that cast DOJ enforcement as a hypothetical risk, revealing instead a multi-year, undisclosed investigation.

Market Reaction

After the February 28, 2025 10-K was filed after market hours, Semler's stock fell the next trading day, March 3, 2025, by $4.03, or 9.38%, to close at $38.89. Following the April 15, 2025 after-hours 8-K announcing the $29.75 million agreement in principle, the stock fell again on April 16, 2025, by $3.40 per share, or 9.88%, to close at $31.00.

Next Steps

• Submissions for lead plaintiff are due October 28, 2025.
• The Court will issue its order for lead plaintiff and counsel in the weeks after submissions are due.
• The Court will then consider motion for class certification.
• The Court will later consider a Motion to Dismiss.

To learn if you are eligible for recovery under the SMLR securities class action lawsuit, visit the case submission page here.

Disclaimer: This shareholder alert is for informational purposes only and does not constitute legal advice. Consult a qualified attorney for personalized guidance. No specific outcomes are guaranteed.