Outgoing DarioHealth (DRIO) chief to earn 30,000-share consulting stake
Rhea-AI Filing Summary
DarioHealth Corp. (DRIO) announced that Steven Nelson, its President and Chief Commercial Officer, will cease serving in that role effective September 1, 2026, and his employment will terminate on September 30, 2026 under a Separation Agreement. He will receive earned wages, accrued and unused vacation, continued health insurance coverage through September 30, 2026, and up to three months of COBRA premium reimbursement at $2,600 per month, subject to the agreement’s terms. Outstanding equity awards will remain governed by existing plans and agreements, with any unvested awards expiring upon termination. Nelson will assist with transition matters through December 31, 2026. In parallel, DarioHealth and Nelson entered into a Consulting Agreement, effective October 1, 2026, under which he will provide advisory and consulting services through December 31, 2027, unless ended earlier. As consideration, he will be granted 30,000 shares of restricted common stock, subject to Compensation Committee approval, vesting on the first anniversary of the grant date or earlier upon a Change in Control, with partial accelerated vesting if the consulting relationship is terminated by the company.
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8-K Event Classification
2 items: 5.02, 9.01
2 items
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, or exhibit attachments filed with this report.
Key Figures
COBRA reimbursement amount: $2,600 per month
Maximum COBRA reimbursement period: 3 months
Restricted common stock grant: 30,000 shares
+3 more
6 metrics
COBRA reimbursement amount
$2,600 per month
Monthly reimbursement for up to three months of continued health insurance coverage following September 30, 2026
Maximum COBRA reimbursement period
3 months
Period for which DarioHealth will reimburse Steven Nelson’s COBRA premiums after the Separation Date
Restricted common stock grant
30,000 shares
Shares of restricted common stock to be granted to Steven Nelson as consideration for consulting services
Employment termination date
September 30, 2026
Effective date on which Steven Nelson’s employment with DarioHealth will terminate
End of consulting term
December 31, 2027
Scheduled end date of Steven Nelson’s Consulting Agreement, unless terminated earlier
Transition cooperation period end
December 31, 2026
Date through which Steven Nelson will cooperate to facilitate transition of his role
Key Terms
Separation Agreement, Consulting Agreement, restricted common stock, Change in Control, +1 more
5 terms
Separation Agreement regulatory
"entered into a separation agreement (the “Separation Agreement”), pursuant to which"
A separation agreement is a written contract that spells out the financial and legal terms when an employee and a company part ways, such as final pay, severance, continued benefits, confidentiality, and any release of claims. For investors, it matters because these agreements determine immediate costs, potential future liabilities, and whether departing staff are restricted from competing or disclosing information—factors that can affect a company’s cash flow, risk profile, and leadership continuity.
Consulting Agreement regulatory
"entered into a consulting agreement (the “Consulting Agreement”), effective October 1, 2026"
restricted common stock financial
"the Company will grant Mr. Nelson 30,000 shares of restricted common stock, subject to approval"
Restricted common stock is company shares that carry limits on selling or transferring for a set period or until certain conditions are met, like time-based vesting or regulatory clearance. Think of them as shares in a locked box that gradually open; they can become freely tradable later but initially reduce the number of shares available on the market. Investors watch restricted stock because its eventual release can change a company’s share supply, affect stock price, and influence control and dilution.
Change in Control financial
"earlier upon a Change in Control (as defined in the Company’s 2020 Equity Incentive Plan)"
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
COBRA regulatory
"health insurance coverage pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985 (“COBRA”)"
COBRA is a U.S. federal law that lets employees and their dependents temporarily keep employer-sponsored health insurance after job loss, reduction in hours, or other qualifying events by paying the premiums themselves. Investors should care because offering COBRA can affect a company’s cash flow, administrative costs and legal disclosures when workforce changes occur—similar to a former club member paying to keep their membership active after leaving the club.
FAQ
What executive leadership change did DarioHealth Corp. (DRIO) disclose?
DarioHealth disclosed that Steven Nelson will cease serving as President and Chief Commercial Officer on September 1, 2026, and his employment will terminate on September 30, 2026, under a Separation Agreement between him and the company.
How are Steven Nelson’s equity awards treated by DarioHealth (DRIO)?
Steven Nelson’s outstanding equity awards will continue to be governed by DarioHealth’s applicable equity incentive plan and related agreements, and any outstanding but unvested equity awards will expire upon termination of his employment on September 30, 2026.
What are the key terms of Steven Nelson’s consulting agreement with DarioHealth (DRIO)?
Effective October 1, 2026, Steven Nelson will provide advisory and consulting services to DarioHealth through December 31, 2027, unless ended earlier, participating in monthly executive advisory calls, providing industry insights, and facilitating strategic introductions.
What equity compensation will Steven Nelson receive under the DarioHealth (DRIO) Consulting Agreement?
As consideration for consulting services, DarioHealth will grant Steven Nelson 30,000 shares of restricted common stock, subject to Compensation Committee approval. These shares vest on the first anniversary of the grant date or earlier upon a Change in Control, with partial acceleration if the company terminates the agreement.
Can the consulting relationship between DarioHealth (DRIO) and Steven Nelson be terminated early?
Yes. Either party may terminate the Consulting Agreement upon 30 days’ written notice, with or without cause, and DarioHealth may terminate it immediately for cause under specified circumstances, which affects the vesting and adjustment of the restricted shares.
AI-generated analysis. How Rhea-AI works. Not financial advice.
