Apollo Medical Holdings Files 8-K for Simultaneous SEC Compliance

TL;DR

**Apollo Medical Holdings just filed an 8-K, signaling potential big news or corporate actions are coming.**

AI Summary

Apollo Medical Holdings, Inc. filed an 8-K on January 2, 2024, reporting an event that occurred on December 26, 2023. This filing indicates that the company is using Form 8-K to simultaneously satisfy filing obligations under various SEC rules, including Rule 425 under the Securities Act and Rule 14a-12 under the Exchange Act. This matters to investors because it signals that Apollo Medical Holdings, Inc. is actively engaged in corporate communications that may relate to significant events like mergers, acquisitions, or other material developments, which could impact the stock's future performance.

Why It Matters

This filing indicates Apollo Medical Holdings, Inc. is actively communicating with the SEC regarding potentially significant corporate events, which could influence investor perception and stock valuation.

Risk Assessment

Risk Level: medium — The filing itself is administrative, but the simultaneous satisfaction of multiple SEC rules suggests underlying corporate actions that could carry inherent risks or opportunities.

Analyst Insight

Investors should monitor Apollo Medical Holdings, Inc.'s subsequent filings and news releases closely for details on the corporate actions hinted at by the simultaneous satisfaction of multiple SEC rules, as these could be material to the stock's valuation.

Key Players & Entities

• Apollo Medical Holdings, Inc. (company) — the registrant filing the 8-K
• December 26, 2023 (date) — date of earliest event reported
• January 2, 2024 (date) — date the 8-K was filed
• Rule 425 (other) — SEC rule under the Securities Act
• Rule 14a-12 (other) — SEC rule under the Exchange Act
• Rule 14d-2(b) (other) — SEC rule under the Exchange Act
• Rule 13e-4(c) (other) — SEC rule under the Exchange Act
• AMEH (other) — trading symbol for Common Stock
• The Nasdaq Stock Market LLC (other) — exchange where Common Stock is registered

Forward-Looking Statements

• Apollo Medical Holdings, Inc. will announce a significant corporate event, such as an acquisition or merger, within the next quarter. (Apollo Medical Holdings, Inc.) — medium confidence, target: 2024-03-31

FAQ

Filing Documents

• tm2333902d1_8k.htm (8-K) — 28KB
• tm2333902d1_ex10-1.htm (EX-10.1) — 71KB
• 0001104659-24-000337.txt ( ) — 283KB
• ameh-20231226.xsd (EX-101.SCH) — 3KB
• ameh-20231226_lab.xml (EX-101.LAB) — 33KB
• ameh-20231226_pre.xml (EX-101.PRE) — 22KB
• tm2333902d1_8k_htm.xml (XML) — 3KB

01 Other Events

Item 8.01 Other Events. On December 26, 2023, Allied Physicians of California, a Professional Medical Corporation ("APC"), a consolidated affiliate of Apollo Medical Holdings, Inc. (the "Company"), completed a restructuring transaction to separate APC's healthcare services business from its real estate management and development business. To effect the restructuring, APC contributed its real estate management and development business to a wholly-owned subsidiary in exchange for 100% of the subsidiary's membership interest units (the "Membership Interests"), which Membership Interests were then distributed to holders of APC's outstanding common stock as a dividend, with each such stockholder receiving one Membership Interest for each share of outstanding APC common stock held. Dr. Thomas Lam, the Company's Co-Chief Executive Officer and President and a director, is the Chief Executive Officer and Chief Financial Officer and a director and stockholder of APC; Dr. Kenneth Sim, the Company's Executive Chairman, is Chairman and a director and stockholder of APC; and Dr. Albert Young, the Company's Chief Administrative Officer, is Senor Executive Vice President and a director and stockholder of APC. In connection with the restructuring, APC amended certain provisions of the Certificate of Determination of Preferences of Series A Preferred Stock (the "Amended Certificate of Determination") relating to dividend restrictions and liquidation rights. AP-AMH Medical Corporation, a designated shareholder professional corporation ("AP-AMH"), holds all of APC's outstanding Series A Preferred Stock. AP-AMH is a consolidated affiliate of the Company, of which Dr. Lam is the sole stockholder. The foregoing description of the Amended Certificate of Determination does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Amended Certificate of Determination, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Amended Certificate of Determination of Preferences of Series A Preferred Stock of Allied Physicians of California, a Professional Medical Corporation. 104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document).

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. APOLLO MEDICAL HOLDINGS, INC. Date: January 2, 2024 By: /s/ Thomas S. Lam Name: Thomas S. Lam, M.D., M.P.H. Title: Co-Chief Executive Officer and President

View Full Filing

View this 8-K filing on SEC EDGAR