Attached files
| file | filename |
|---|---|
| EX-99.1 - PRESS RELEASE, DATED AS OF JANUARY 16, 2013 - TEAM HEALTH HOLDINGS INC. | d467035dex991.htm |
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): January 16, 2013
Team Health Holdings, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-34583 | 36-4276525 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| 265 Brookview Centre Way, Suite 400 Knoxville, Tennessee |
37919 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (865) 693-1000
Not Applicable
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)) |
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) On January 14, 2013, the Board of Directors (the “Board”) of Team Health Holdings, Inc. (the “Company”) appointed Vicky B. Gregg to the Board to serve as a Class III director, effective immediately. Ms. Gregg has not been named to serve on any committee of the Board.
In accordance with the Company’s director compensation arrangements applicable to all non-employee directors (other than Sponsor-affiliated directors), Ms. Gregg (i) will receive an annual cash retainer of $50,000 for serving as a director and (ii) received a grant of 3,227 restricted shares upon her appointment to the Board. The vesting terms of the restricted shares are consistent with those applicable to all other non-employee directors (other than Sponsor-affiliated directors). In addition, in connection with her appointment to the Board, Ms. Gregg entered into the form director indemnification agreement with the Company.
A copy of the press release announcing the appointment of Ms. Gregg to the Board is attached as Exhibit 99.1 and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits
| Exhibit No. |
Description | |
| Exhibit 99.1 | Press release, dated as of January 16, 2013. | |
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.
| TEAM HEALTH HOLDINGS, INC. | ||||||||
| By: | /s/ David P. Jones | |||||||
| Name: | David P. Jones | |||||||
| Date: January 16, 2013 | Title: | Executive Vice President and Chief Financial Officer | ||||||