Business Context and Reporting Period
This Form 8-K Current Report, filed on May 27, 2026, by biote Corp. (BTMD), discloses significant changes to the Company's executive leadership and Board of Directors. The report details the resignation of the Chief Executive Officer and the appointment of interim and permanent leadership roles effective June 8, 2026.
Key Financial Metrics
The filing does not provide revenue, profit, cash flow, margin, debt, or liquidity metrics. This report focuses exclusively on corporate governance and executive compensation arrangements.
Material Changes
- CEO Resignation: Bret Christensen resigned as Chief Executive Officer of BioTE Medical, LLC, effective June 8, 2026. The resignation was not due to any disagreement with the Company.
- Interim CEO Appointment: Robert Peterson, currently the Chief Financial Officer and Chief Business Officer, was appointed Interim Chief Executive Officer and a Class I Director, effective June 8, 2026.
- Executive Chairman Appointment: Marc Beer was appointed Executive Chairman of the Board, effective June 8, 2026.
- Board Expansion: The Board size increased to eight directors following Mr. Peterson's appointment.
Compensation, Risks, and Unusual Items
Compensation Arrangements
- Bret Christensen (Outgoing CEO): Granted a stock option to purchase 130,000 shares of common stock, equivalent to the annual equity award for a non-employee director. He will serve as a Class III director until the 2028 Annual Meeting or until a successor is elected.
- Marc Beer (Executive Chairman):
- Annual base compensation: $521,200.
- Annual performance bonus: Up to 85% of base compensation.
- Stock option award: 114,157 shares of common stock.
- Change in Control Provisions: Includes 18 months of monthly payments (base + target bonus), COBRA coverage, and full vesting of unvested time-based equity awards if terminated without cause or resigning for good reason within specific windows surrounding a change in control.
- Robert Peterson (Interim CEO): Compensation terms have not yet been determined.
Risks and Contingencies
The filing states there are no disagreements regarding the CEO's departure. The primary risk relates to the transition of leadership and the execution of the new Services Agreement for the Executive Chairman.
Investor Verification Checklist
- Verify the terms of the Separation Agreement for Bret Christensen in the upcoming Form 10-Q for the quarter ending June 30, 2026.
- Monitor the timeline for the permanent appointment of a Chief Executive Officer to replace the interim arrangement.
- Review the definitive proxy statement filed on April 2, 2026, for the full biography of Marc Beer.
- Confirm the final compensation structure for Robert Peterson once determined by the Board.