Business Context and Reporting Period
This Form 8-K Current Report was filed by OptimizeRx Corporation (OPRX) on April 8, 2026, covering events occurring on April 3, 2026. The company is incorporated in Nevada and trades on The Nasdaq Capital Market. The filing primarily addresses corporate governance changes regarding the Board of Directors.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on personnel appointments and does not contain financial performance data.
Material Changes
- Board Expansion: The Board of Directors expanded its size from six to seven members.
- New Appointment: Mary Varghese Presti was appointed as an independent director, effective April 3, 2026, serving until the 2026 annual meeting of stockholders.
- Committee Assignment: Ms. Presti was appointed to the Audit Committee.
Guidance, Outlook, and Compensation
Management commentary indicates the appointment is part of an ongoing process to refresh and expand the Board. No financial guidance or outlook was provided in this filing. The following compensatory arrangements were disclosed for the new director:
- Annual Cash Retainer: $45,000.
- Annual Equity Grant: Grant date value of approximately $175,000.
- Audit Committee Retainer: Additional $10,000 annual cash retainer.
Investor Verification Checklist
- Verify the independence status of Mary Varghese Presti as disclosed in the filing.
- Confirm the total number of Board members is now seven.
- Review the attached press release (Exhibit 99.1) for additional biographical details on the new director.
- Note that this filing contains no financial results; refer to the most recent 10-Q or 10-K for financial metrics.