Health Catalyst, Inc. Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Health Catalyst, Inc. on November 12, 2019. The report discloses corporate governance changes, specifically the appointment of two new directors to the Board of Directors.
Key Financial Metrics
The filing does not provide financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on director appointments and associated compensation.
Material Changes
The Board of Directors increased the number of directors from nine (9) to eleven (11). Two new vacancies were created in Class II and Class I of the Board.
Management Commentary and Compensation Details
- New Appointments: Julie Larson-Green and S. Dawn Smith were appointed to the Board, effective January 1, 2020.
- Term: Ms. Larson-Green will serve until the 2021 annual meeting; Ms. Smith will serve until the 2020 annual meeting.
- Compensation: Each director will receive a pro-rated $35,000 annual cash retainer and an initial award of restricted stock units (RSUs) valued at $225,000.
- Vesting: The RSU awards vest in three equal, annual installments over three years.
- Related Transactions: No transactions exceeding $120,000 involving the new directors have occurred since the beginning of the last fiscal year.
Investor Verification Checklist
- Verify the effective date of the new directors' terms (January 1, 2020).
- Confirm the total number of board seats is now eleven.
- Review the specific vesting schedule and terms of the $225,000 RSU awards in the non-employee director compensation policy.
- Check for any future filings regarding the election of these directors at the upcoming annual meetings.