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): April 2, 2015
Premier, Inc.
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 001-36092 | 35-2477140 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
13034 Ballantyne Corporate Place
Charlotte, NC 28277
(Address of Principal Executive Offices) (Zip Code)
(704) 357-0022
(Registrant’s Telephone Number, Including Area Code)
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.
On April 2, 2015, Charles E. Hart, MD submitted a letter of resignation from the Company’s Board of Directors, effective May 3, 2015. Dr. Hart’s resignation relates to his previously announced decision to retire as the President and Chief Executive Officer of Regional Health, one of our member owners. Dr. Hart’s resignation was not the result of any disagreement with the Company’s management or Board of Directors. Dr. Hart is the chair of the Nominating and Governance Committee and a member of the Compensation Committee. Effective as of May 3, 2015, Dr. Hart will no longer be a member of the Board or any of its committees.
On April 3, 2015, Alan Yordy submitted a letter of resignation from the Company’s Board of Directors, effective May 3, 2015. Mr. Yordy’s resignation relates to his previously announced decision to retire as the President and Chief Mission Officer of PeaceHealth, one of our member owners. Mr. Yordy’s resignation was not the result of any disagreement with the Company’s management or Board of Directors. Mr. Yordy is a member of the Nominating and Governance Committee. Effective as of May 3, 2015, Mr. Yordy will no longer be a member of the Board or any of its committees
The Board expects to appoint a new chair to the Nominating and Governance Committee at its next regularly scheduled meeting. The Board of Directors is evaluating candidates to fill the vacancies created by the resignations of Dr. Hart and Mr. Yordy. Currently, the Board of Directors expects to fill the vacancies with persons employed by a U.S. hospital member, health system or group of hospitals participating in the Company’s group purchasing program.
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.
| Premier, Inc. | ||||
| By: | /s/ Susan D. DeVore | |||
| Name: | Susan D. DeVore | |||
| Title: | Chief Executive Officer and President | |||
Date: April 6, 2015