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Ardent Health (NYSE: ARDT) files former CEO separation agreement

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Ardent Health, Inc. filed an update on leadership changes involving former President and CEO Martin J. Bonick. The company notes that Bonick’s previously announced departure on June 2, 2026 is now governed by a formal Separation Agreement and General Release dated June 26, 2026, effective as of the departure date.

Under this agreement, Bonick will receive severance benefits consistent with a termination by the company without “Cause,” as described in Ardent Health’s April 8, 2026 definitive proxy statement. The vesting or forfeiture of his time-based and performance-based restricted stock units and restricted stock will follow the existing incentive plan and award agreements. Bonick is also bound by non-competition and non-solicitation covenants for twelve months after the Effective Date. The full agreement is filed as Exhibit 10.1.

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Effective departure date June 2, 2026 Effective Date of Martin J. Bonick’s departure
Separation Agreement date June 26, 2026 Date Separation Agreement and General Release was dated
Restrictive covenant duration 12 months Length of non-competition and non-solicitation covenants after Effective Date
Separation Agreement and General Release financial
"entered into a separation agreement and general release, effective as of the Effective Date"
termination of employment by the Company without “Cause” financial
"benefits that are consistent with a termination of employment by the Company without “Cause”"
performance-based restricted stock units financial
"time-based restricted stock units, performance-based restricted stock units and shares of restricted stock"
Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.
non-competition and non-solicitation covenants financial
"Mr. Bonick is subject to non-competition and non-solicitation covenants for twelve months"
Emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
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Understanding 8-K Material Events →
340 Seven Springs WaySuite 100BrentwoodTennessee615296-3000False000175665500017566552026-06-262026-06-26

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): June 30, 2026 (June 26, 2026)

ARDENT HEALTH, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware
001-42180
61-1764793
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
340 Seven Springs Way, Suite 100,
Brentwood, Tennessee
37027
(Address of Principal Executive Offices)(Zip Code)
(615) 296-3000
(Registrant's Telephone Number, including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each Class
Trading
Symbol(s)
Name of each exchange
on which registered
Common Stock, $.01 par value per share
ARDT
New York Stock Exchange
Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company  ☐
If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐




Item 5.02.     Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

As previously disclosed, on June 2, 2026 (the “Effective Date”), Ardent Health, Inc. (the “Company”) announced that Martin J. Bonick had departed from his role as President and Chief Executive Officer of the Company and had stepped down from the Company’s Board of Directors (the “Board”), effective as of the Effective Date.

In connection with Mr. Bonick’s departure from his role as President and Chief Executive Officer of the Company, on June 26, 2026, Mr. Bonick and an affiliate of the Company entered into a separation agreement and general release, effective as of the Effective Date (the “Separation Agreement”).

Pursuant to the Separation Agreement, Mr. Bonick will receive certain severance benefits that are consistent with a termination of employment by the Company without “Cause” (as defined in Mr. Bonick’s employment agreement with the Company), as described in the Company’s Definitive Proxy Statement filed with the U.S. Securities and Exchange Commission on April 8, 2026, subject to his non-revocation of the Separation Agreement and the release of claims contained in the Separation Agreement. The Separation Agreement also provides that the vesting and/or forfeiture of Mr. Bonick’s time-based restricted stock units, performance-based restricted stock units and shares of restricted stock will be governed by the terms of the Company’s incentive award plan and Mr. Bonick’s award agreements granted thereunder. Under the Separation Agreement, Mr. Bonick is subject to non-competition and non-solicitation covenants for twelve months following the Effective Date.

The foregoing description of the Separation Agreement is qualified in its entirety by reference to the full text of the Separation Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.


Item 9.01.     Financial Statements and Exhibits.

(d)Exhibits:

Exhibit No.

Exhibit Description
10.1
Separation Agreement and General Release, dated as of June 26, 2026, by and between AHS Management Company, Inc. and Martin J. Bonick
104Cover Page Interactive Data File (embedded within the inline XBRL document)


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Dated: June 30, 2026
ARDENT HEALTH, INC.
By:
/s/ Stephen C. Petrovich
Name:
Stephen C. Petrovich
Title:
Executive Vice President & General Counsel


Source: View Original Filing on SEC EDGAR

FAQ

What did Ardent Health (ARDT) disclose about Martin J. Bonick in this 8-K?

Ardent Health disclosed that former President and CEO Martin J. Bonick’s previously announced June 2, 2026 departure is now covered by a formal Separation Agreement and General Release dated June 26, 2026, detailing his severance treatment and ongoing obligations.

What severance treatment will former CEO Martin J. Bonick receive from Ardent Health (ARDT)?

Martin J. Bonick will receive severance benefits consistent with a termination of employment by Ardent Health without “Cause,” as defined in his employment agreement and described in the company’s definitive proxy statement filed on April 8, 2026 with the U.S. Securities and Exchange Commission.

How are Martin J. Bonick’s equity awards treated under the Ardent Health (ARDT) separation agreement?

The agreement states that vesting and forfeiture of Martin J. Bonick’s time-based restricted stock units, performance-based restricted stock units and restricted stock are governed by Ardent Health’s incentive award plan and the specific award agreements previously granted to him under that plan.

What post-employment restrictions apply to Martin J. Bonick after leaving Ardent Health (ARDT)?

Under the Separation Agreement, Martin J. Bonick is subject to non-competition and non-solicitation covenants for twelve months following the June 2, 2026 Effective Date, restricting him from competing with Ardent Health and soliciting certain relationships during that period.

Where can investors find the full text of Martin J. Bonick’s separation agreement with Ardent Health (ARDT)?

The complete Separation Agreement and General Release between AHS Management Company, Inc. and Martin J. Bonick is filed as Exhibit 10.1 to the current report, and is incorporated by reference as part of Ardent Health’s 8-K disclosure.

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

Other Documents