UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
December 30, 2015
Date of report (date of earliest event reported)
Surgery Partners, Inc.
(Exact name of registrant as specified in its charter)
Delaware | 001-37576 | 47-3620923 | ||
(State or other jurisdictions of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification Nos.) | ||
40 Burton Hills Boulevard, Suite 500
Nashville, Tennessee 37215
(Address of principal executive offices) (Zip Code)
(615) 234-5900
(Registrant’s telephone number, including area code)
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On December 30, 2015, the Board of Directors (the “Board”) of Surgery Partners, Inc. (the “Company”) elected Brent Turner to the Board.
Mr. Turner will serve as a Class II director, which class will stand for re-election at the 2017 annual meeting of stockholders. The Board also appointed Mr. Turner to serve on the Board’s Audit Committee. In connection with the Company’s compliance with the phase-in provisions under NASDAQ Marketplace Rules and the Securities Exchange Act of 1934, Mr. Turner will replace Mr. Matthew Lozow on the Audit Committee.
Mr. Turner will participate in the Company’s non-employee director compensation program described below. Pursuant to this program, Mr. Turner will receive an annual retainer of $75,000 and a grant of nonstatutory stock units with a grant date fair market value of $85,000 for serving on the Board, which will be granted as of the date of his appointment.
On December 30, 2015, the Company issued a press release announcing the appointment of Mr. Turner to the Board. A copy of the press release has been filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
Exhibit No. | Description | |
99.1 | Press Release dated December 30, 2015 issued by Surgery Partners, Inc. | |
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.
Surgery Partners, Inc. | |||
By: | /s/ MICHAEL T. DOYLE | ||
Michael T. Doyle Chief Executive Officer | |||
Date: December 30, 2015
EXHIBIT INDEX
Exhibit No. | Description | |
99.1 | Press Release dated December 30, 2015 issued by Surgery Partners, Inc. | |
Exhibit 99.1
Surgery Partners, Inc. Appoints Brent Turner to the Board of Directors
NASHVILLE, Tennessee, December 30, 2015 - Surgery Partners, Inc. (NASDAQ: SGRY) (“the Company”), today announced the appointment of Brent Turner to its Board of Directors effective December 30, 2015. In addition to serving on the Board of Directors, Mr. Turner will serve on the Company’s Audit Committee.
"I am pleased to have Brent Turner join the board of Surgery Partners," said CEO Mike Doyle. "Brent's many years of experience in the health care industry and in public companies will be very valuable to us in the years ahead."
Mr. Turner is currently the President of Acadia Healthcare Company Inc (NASDAQ: ACHC), and has served as the President since joining Acadia in 2011. Prior to joining Acadia, Mr. Turner served as the Executive Vice President of Finance and Administration of Psychiatric Solutions, Inc.
Mr. Turner serves on the Board of Directors of LHC Group, Inc. (NASDAQ: LHCG) and the National Association of Psychiatric Health Systems (NAPHS). Mr. Turner graduated from Vanderbilt University in 1988 with a Bachelor of Arts degree in Economics. He received his MBA from the Vanderbilt Owen Graduate School of Management in 1989.
About Surgery Partners, Inc.
Headquartered in Nashville, Tennessee, Surgery Partners, Inc. is a leading healthcare services company with a differentiated outpatient delivery model focused on providing high quality, cost effective solutions for surgical and related ancillary care in support of both patients and physicians. Founded in 2004, Surgery Partners is one of the largest and fastest growing surgical services businesses in the country, with more than 140 locations in 28 states as of September 30, 2015, including ambulatory surgical facilities, surgical hospitals, a diagnostic laboratory, multi-specialty physician practices and urgent care facilities.
CONTACT:
Teresa Sparks, CFO
Surgery Partners, Inc.
(615) 234-8940
IR@surgerypartners.com