Privia Health Group, Inc. current report, 30 March 2022

Privia Health Group, Inc. Form 8-K Summary

Reporting date: March 30, 2022, with the related press release issued March 31, 2022. The filing reports corporate governance changes under Item 5.02 and provides Regulation FD disclosure under Item 7.01.

Business Context and Reporting Period

Privia Health Group, Inc. is a Delaware corporation headquartered in Arlington, Virginia, with common stock listed on The Nasdaq Global Select Market under the symbol PRVA. The filing does not report quarterly or annual operating results.

Key Financial Metrics and Liquidity

  • The filing does not provide revenue, profit, cash flow, margin, debt, liquidity, or other operating financial metrics.
  • No financial statements or financial guidance are included.

Material Changes

  • The Board increased its size from nine to ten directors.
  • Nancy Cocozza was elected to the Board effective April 1, 2022.
  • Ms. Cocozza was appointed to the Audit Committee and replaced Will Sherrill, who ceased serving on that committee effective April 1, 2022.
  • The Board determined that Ms. Cocozza is independent under Nasdaq standards and the heightened independence requirements applicable to Audit Committee members.
  • The filing states that there are no arrangements or understandings related to her selection and no reportable related-party transactions under Item 404(a) of Regulation S-K.

Compensation, Outlook, and Risks

  • Ms. Cocozza will participate in the standard compensation program for non-employee directors.
  • She is expected to receive an initial restricted stock unit award based on $175,000 divided by the 30-day trailing average stock price on the grant date, April 1, 2022. The number of shares was not provided in the filing.
  • She will enter into a standard indemnification agreement with the Company.
  • The filing contains no management outlook, financial guidance, contingencies, or unusual operating risks.

Investor Verification Points

  • Verify the final number of restricted stock units granted to Ms. Cocozza using the April 1, 2022 30-day trailing average stock price.
  • Review subsequent filings for any changes in Board or Audit Committee composition.
  • Confirm that the press release referenced as Exhibit 99.1 contains no additional information beyond the governance appointment described in this filing.