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): November 8, 2021
Tabula Rasa HealthCare, Inc.
(Exact Name of Registrant as Specified in its Charter)
|
Delaware
(State or Other Jurisdiction of Incorporation) |
001-37888
(Commission File Number) |
46-5726437
(I.R.S. Employer Identification No.) |
| 228 Strawbridge Drive, Suite 100 |
| Moorestown, New Jersey 08057 |
| (Address of Principal Executive Offices, and Zip Code) |
(866) 648-2767
Registrant's telephone number, including area code
| Not Applicable | ||
| (Former Name or Former Address, if Changed Since Last Report) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol(s) |
Name of Each Exchange on Which
Registered |
| Common Stock, par value $0.0001 per share | TRHC | The Nasdaq Stock Market |
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 (see General Instruction A.2. below):
| ¨ | Written communication 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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §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 November 8, 2021, Tabula Rasa HealthCare, Inc. (the “Company”) announced the appointment of Brian W. Adams as Co-President of the Company. While Mr. Adams’ appointment as the Company’s Co-President is effective immediately, he will continue to serve as the Company’s Chief Financial Officer (“CFO”) while a national search is conducted to identify his replacement.
Mr. Adams, 40, has served as the Company’s CFO since 2014. Previously, from 2011 to 2014, he served as Vice President of Finance and Director of Finance for CareKinesis, Inc. (“CareKinesis”). Prior to joining CareKinesis, from 2007 to 2011, Mr. Adams served as Senior Financial Analyst, Manager of Finance and Associate Director of Finance and Accounting at KPMG LLP, and from 2005 to 2007, he was the Manager of Financial Planning and Analysis at excelleRx, Inc. Mr. Adams graduated from The University of Richmond, Robins School of Business with a Bachelor of Science in Business Administration with a concentration in finance.
Any material changes or amendments to Mr. Adams’ compensation arrangements in connection with his appointment to Co-President have not yet been determined. In accordance with Instruction 2 to Item 5.02 of Form 8-K, the Company intends to file an amendment to this Current Report on Form 8-K if and when such information is available.
Item 7.01 Regulation FD Disclosure.
On November 8, 2021, the Company issued a press release announcing Mr. Adams’ appointment as the Company’s Co-President. 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 reported in this Item 7.01 (including Exhibit 99.1) is furnished to and not “filed” with the Securities and Exchange Commission for the purposes of the Securities Exchange Act of 1934, as amended, and it shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number | Description | |
| 99.1 | Press Release of Tabula Rasa HealthCare, Inc., dated November 8, 2021 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| TABULA RASA HEALTHCARE, INC. | ||
| By: | /s/ Dr. Calvin H. Knowlton | |
| Dr. Calvin H. Knowlton | ||
| Chief Executive Officer | ||
Dated: November 12, 2021
Exhibit 99.1
Tabula Rasa HealthCare Makes Key Organizational Changes as Part of Strategic Growth Plans
TRHC has promoted Brian W. Adams to Co-President, bridging critical functions under his leadership
MOORESTOWN, N.J., Nov. 8, 2021 /PRNewswire/ — Tabula Rasa HealthCare, Inc.® (TRHC) (NASDAQ: TRHC), a leading healthcare technology company advancing the safe use of medications, has announced important organizational changes that will enhance TRHC’s corporate structure and reinforce strategic growth initiatives, with a focus on the Company’s MedWise solutions.
Effective immediately, Brian W. Adams will assume the role of Co-President of TRHC. He will retain the role of Chief Financial Officer (CFO) while a national search is conducted to identify his replacement. Adams has served as the company’s CFO since 2014. In his new role, Adams will oversee strategy, sales and account management, professional affairs, IT and software engineering, administrative services, and finance. This shift will help unify critical interrelated functions within TRHC and enable Chief Executive Officer, Chairman, and Founder Calvin H. Knowlton, PhD, to focus more broadly on the fulfillment of TRHC’s mission to become the leading medication safety company.
“In honing our organizational structure, we are better aligning our corporate strategy with our sales and product delivery efforts across our business units,” said Calvin H. Knowlton. “These organizational enhancements are an important step in the evolution of our company. I am confident that Brian’s demonstrated leadership and profound business expertise will help us return to our growth trajectory.”
Adams brings deep experience in strategic planning and business performance optimization to his new role. He has successfully guided TRHC through public and private debt and equity financings and has engineered eleven strategic acquisitions during his time at the company.
“There is incredible potential that comes with more closely aligning integral functions within TRHC,” said Adams. “The MedWise platform has been proven to reduce healthcare costs and improves clinical outcomes for patients in various settings of care. This alignment helps set the stage to seize future opportunities for MedWise, which I look forward to exploring.”
Adams will continue to report directly to Calvin H. Knowlton. Founder and President Orsula V. Knowlton, PharmD, MBA; Chief Operations Officer Michael Greenhalgh, RPh; and Chief Scientific Officer Jacques Turgeon, BPharm, PhD, will also continue to report to the CEO as well.
As part of the organizational changes, Orsula V. Knowlton will take on responsibility for driving the company’s diversity and inclusion efforts in addition to her work as Chief Marketing Officer and supporting the continued successful growth of TRHC’s CareVention HealthCare in the PACE market.
About Tabula Rasa HealthCare
Tabula Rasa HealthCare (TRHC) (NASDAQ: TRHC) provides medication safety solutions that empower healthcare professionals and consumers to optimize medication regimens, combatting medication overload and reducing adverse drug events – the fourth leading cause of death in the US. TRHC’s proprietary technology solutions, including MedWise®, improve patient outcomes, reduce hospitalizations, and lower healthcare costs. TRHC’s extensive clinical tele-pharmacy network improves care for patients nationwide. Its solutions are trusted by health plans and pharmacies to help drive value-based care. For more information, visit TRHC.com.
TRHC Contact:
Anthony Mirenda
amirenda@trhc.com
T: (908) 380-2143
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