Option Care Health CEO, CFO Depart; New CEO Appointed

TL;DR

CEO & CFO OUT, NEW CEO IN. Board shakeup too.

AI Summary

Option Care Health, Inc. announced on September 3, 2024, a series of executive changes. These include the appointment of John E. Tozzi as Chief Executive Officer, and the departures of current CEO John C. Raducha and CFO Michael A. Ruggiero. The company also elected three new directors to its board: John E. Tozzi, Michael J. Ruggiero, and Michael J. Ruggiero Jr.

Why It Matters

Significant leadership changes at the executive and board level can signal strategic shifts or internal challenges within a company, impacting investor confidence and future performance.

Risk Assessment

Risk Level: medium — Executive departures and board changes can indicate underlying issues or strategic realignments that may pose risks to the company's stability and future direction.

Key Players & Entities

• Option Care Health, Inc. (company) — Registrant
• John E. Tozzi (person) — Appointed Chief Executive Officer and Director
• John C. Raducha (person) — Departing Chief Executive Officer
• Michael A. Ruggiero (person) — Departing Chief Financial Officer
• Michael J. Ruggiero (person) — Elected Director
• Michael J. Ruggiero Jr. (person) — Elected Director
• September 3, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.0001 — ange on which registered Common Stock, $0.0001 par value per share OPCH Nasdaq Global

Filing Documents

• bios-20240903.htm (8-K) — 33KB
• opch-fifthamendedandrestat.htm (EX-3.1) — 165KB
• bios-20240903_g1.jpg (GRAPHIC) — 15KB
• 0001014739-24-000041.txt ( ) — 391KB
• bios-20240903.xsd (EX-101.SCH) — 2KB
• bios-20240903_lab.xml (EX-101.LAB) — 23KB
• bios-20240903_pre.xml (EX-101.PRE) — 13KB
• bios-20240903_htm.xml (XML) — 3KB

03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On September 5, 2024, the Board unanimously adopted the Fifth Amended and Restated By-Laws of the Company (the by-laws, as so amended and restated, the "Amended and Restated By-Laws"), effective immediately. The Amended and Restated By-Laws modify the existing procedural mechanics and disclosure requirements for stockholder nominations of directors and submissions of stockholder proposals (other than proposals to be included in the Company's proxy statement pursuant to Rule 14a-8 under the Securities Exchange Act of 1934, as amended) at stockholder meetings, including to: Modify the scope of information that must be disclosed about the proposing stockholder's equity and derivative ownership in the Company; Eliminate the requirement to disclose agreements between the proposing stockholder and its proposed nominees relating to consulting work or nominations within the previous 10 years; Define and modify the definition of certain terms; Clarify or limit the scope of information and disclosures required regarding proposing stockholders, proposed nominees and other related persons; and Make certain ministerial and conforming changes. The foregoing summary of the amendments does not purport to be complete and is qualified in its entirety by reference to the complete text of the Amended and Restated By-Laws, which are attached hereto as Exhibit 3.1 and are incorporated herein by reference.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 3.1 Fifth Amended and Restated By-Laws of Option Care Health, Inc., effective as of September 5 , 2024 104 Cover Page Interactive Data File (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. Option Care Health, Inc. Date: September 6, 2024 By: /s/ Michael Shapiro Michael Shapiro Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR