Health Catalyst, Inc. Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K, dated September 4, 2026, reports significant changes in executive leadership and board composition for Health Catalyst, Inc. The filing details the appointment of a new Chief Executive Officer (CEO) and the resignation of the former CEO, effective September 14, 2026.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on corporate governance and executive compensation arrangements.
Material Changes
- Leadership Transition: Simeon Kohl was appointed CEO, President, and Director, succeeding Ben Albert. Mr. Albert resigned from these roles but was appointed Chief Business Officer.
- Compensation for Simeon Kohl:
- Base Salary: $600,000.
- Annual Bonus Target: 100% of base salary.
- Equity Grant: 2,747,385 Restricted Stock Units (RSUs). 915,975 RSUs vest on September 4, 2027; the remainder vests in eight quarterly installments.
- Severance: Eligible as a Tier 1 Executive under the Executive Severance Plan.
- Compensation for Ben Albert:
- Base Salary: $415,000.
- Annual Bonus Target (FY 2026): Prorated calculation based on time served in previous roles (75% as President/COO, 100% as CEO, 60% as CBO).
- Annual Bonus Target (Starting Jan 1, 2027): 60% of base salary.
- Severance: Eligible as a Tier 2 Executive.
- New Equity Plan: The Board adopted the "2026 Employment Inducement Incentive Plan" to facilitate the RSU grant to Mr. Kohl without shareholder approval, reserving 2,747,385 shares.
Guidance, Outlook, and Risks
The filing contains standard forward-looking statements regarding the leadership transition and the Board's plan to grant RSUs. It explicitly states that actual results may differ materially from expectations due to risks and uncertainties disclosed in the Company's most recent Form 10-K and subsequent filings. No specific financial guidance or operational outlook is provided in this document.
Investor Verification Checklist
- Verify the effective dates of the leadership transition (September 14, 2026) and the resignation of the former CEO.
- Review the attached Offer Letters (Exhibits 10.1 and 10.2) for full details on severance terms and bonus calculation methodologies.
- Confirm the terms of the 2026 Employment Inducement Incentive Plan (Exhibit 10.5) and its compliance with Nasdaq Rule 5635(c)(4).
- Check the press release (Exhibit 99.1) for additional context on the strategic rationale for the leadership change.
- Review the most recent Form 10-K for the Company's current financial position, as this 8-K contains no financial metrics.