mdrx-8k_20200601.DOCX.htm
false 0001124804 0001124804 2020-06-01 2020-06-01

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): June 1, 2020

ALLSCRIPTS HEALTHCARE SOLUTIONS, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

 

Delaware

001-35547

36-4392754

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

222 Merchandise Mart Plaza, Suite 2024, Chicago, Illinois 60654

(Address of Principal Executive Offices) (Zip Code)

Registrant’s Telephone Number, Including Area Code: (800) 334-8534

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

 

 

Title of Each Class

Trading Symbol

Name of Each Exchange on which Registered

Common Stock, par value $0.01 per share

MDRX

The Nasdaq Stock Market LLC

(Nasdaq Global Select Market)


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.



Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On June 1, 2020, Ms. Beth Altman was appointed to the Board of Directors (the “Board”) of Allscripts Healthcare Solutions, Inc. (the “Company”), to hold office until the Company’s next annual meeting of stockholders.  Ms. Altman will serve on the Audit Committee of the Board.

 

Ms. Altman, age 49, has over 25 years of experience in accounting, finance, management, business development, strategic planning and corporate governance at accounting firm KPMG.  Most recently and until her retirement on September 2019, Ms. Altman served as an Office Managing Partner, where she successfully led a team of over 260 professionals and 23 partners, providing an array of assurance, tax and advisory services to public and private companies across all industry sectors.  Additionally, Ms. Altman served as the lead audit partner for numerous early-stage, middle-market and large global clients in the public and private markets, predominantly in the life sciences, consumer markets and technology sectors.  Since October 2019, Ms. Altman has served on the board of directors and on the audit committee of CV Sciences, Inc., which trades on the OTC:QB Marketplace.  Ms. Altman also served as a board member of the Corporate Directors Forum, a 501(c)(6) nonprofit organization focused on helping directors, and those who support them, build more effective boards through continuous learning and peer networking. She also held a leadership position in the San Diego Chapter of Women Corporate Directors, the world’s largest membership organization and community of today’s preeminent women leaders in business.

 

There are no arrangements or understandings between Ms. Altman and any other persons pursuant to which Ms. Altman was selected as a director, and there are no transactions in which Ms. Altman has an interest requiring disclosure under Item 404(a) of Regulation S-K.  

 

Ms. Altman will be compensated for her service on the Board in the same manner as the Company’s other non-employee directors elected by the holders of the Company’s common stock.  For a description of the Company’s director compensation programs, see “Compensation of Directors” in the Company’s Proxy Statement for the 2020 Annual Meeting of Stockholders held on May 21, 2020, filed with the U.S. Securities and Exchange Commission on April 6, 2020.

 

Item 7.01Regulation FD Disclosure

 

On June 2, 2020, the Company issued a press release announcing the appointment of Ms. Beth Altman to serve as a director. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

 

The information furnished pursuant to this Item shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.

 

Item 9.01.Financial Statements and Exhibits

 

 

(d)

Exhibits.

 The following exhibits are furnished herewith:

Exhibit No.

Description

99.1

104

Press release issued by Allscripts Healthcare Solutions, Inc. on June 2, 2020

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 


 

 

 

SIGNATURE

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.

 

 

 

 

 

 

 

ALLSCRIPTS HEALTHCARE SOLUTIONS, INC.

 

 

 

 

Date: June 2, 2020

 

By:

/s/ Brian P. Farley

 

 

 

Brian P. Farley

 

 

 

Executive Vice President, Chief Administrative Officer,

General Counsel and Corporate Secretary

 

 

 

 

mdrx-ex991_22.htm

Exhibit 99.1

Allscripts Names New Director to Board


Former KPMG executive Beth Altman joins Board of Directors

 

CHICAGOJune 2, 2020 – Beth Altman has been appointed to the Board of Directors of Allscripts Healthcare Solutions, Inc.  A former executive at accounting firm KPMG LLP, Altman has more than 25 years of experience in accounting, finance, management, business development, strategic planning and corporate governance. Most recently and until her retirement in 2019, Altman led a team of more than 260 to provide assurance, tax and advisory services to public and private companies spanning all industry sectors. She will serve as a member of the Audit Committee of the Board.

 

“Beth Altman brings a wealth of knowledge and leadership experience that will strengthen our Board and enable us to continue to effectively serve Allscripts stakeholders,” said Chairman of the Board Michael Klayko. “Beth’s vast expertise will bring energy and bolster our Board—I look forward to the insights she will provide working alongside her fellow directors and company leadership, especially as a member of the Audit Committee.”

 

At KPMG LLP, Altman served as the lead audit partner for several global clients in the public and private markets, predominantly in the life sciences, consumer markets and technology sectors. Since October 2019, she has served on the Board of Directors and on the Audit Committee of CV Sciences, Inc. Ms. Altman also served as a Board member of the Corporate Directors Forum, a 501(c)(6) nonprofit organization focused on helping Directors build more effective boards through continuous learning and peer networking.  

Altman also held a leadership position in the San Diego Chapter of Women Corporate Directors, the world’s largest membership organization and community of today’s preeminent women leaders in business.

 

About Allscripts

Allscripts (NASDAQ: MDRX) is a leader in healthcare information technology solutions that advance clinical, financial and operational results. Our innovative solutions connect people, places and data across an Open, Connected Community of Health™. Connectivity empowers caregivers to make better decisions and deliver better care for healthier populations. To learn more, visit www.allscripts.com, Twitter, YouTube and It Takes A Community: The Allscripts Blog.

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© 2020 Allscripts Healthcare, LLC and/or its affiliates. All Rights Reserved.

 

Allscripts, the Allscripts logo, and other Allscripts marks are trademarks of Allscripts Healthcare, LLC and/or its affiliates. All other products are trademarks of their respective holders, all rights reserved. Reference to these products is not intended to imply affiliation with or sponsorship of Allscripts Healthcare, LLC and/or its affiliates.

 

For more information contact:

 

Investors:

Stephen Shulstein

312-386-6735

Stephen.Shulstein@allscripts.com

 


 

 

 

Media:

Concetta Rasiarmos

312-447-2466

concetta.rasiarmos@allscripts.com