STOCK TITAN

Healthcare veterans Desai and Zane join GMR Solutions (GMRS) board with equity awards

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

Rhea-AI Filing Summary

GMR Solutions Inc. filed a current report announcing that Dr. Amar Desai and Ellen Zane have been appointed to its Board of Directors, effective July 1, 2026. Both are classified as independent under New York Stock Exchange rules and will serve in staggered terms on the Company’s classified Board.

Ms. Zane will serve as a Class II director with a term ending at the 2028 annual meeting, while Dr. Desai will serve as a Class III director with a term ending at the 2029 annual meeting. Dr. Desai joins the Nominating, Corporate Governance and Compliance Committee, and Ms. Zane becomes chair of the Human Capital and Compensation Committee.

Each new director received an award of 9,972 restricted stock units under the 2026 Equity Incentive Plan, vesting on the first anniversary of appointment or earlier upon a Change in Control or certain termination events. The report notes there are no related-party transactions requiring disclosure and includes a press release highlighting their extensive healthcare leadership backgrounds.

Positive

  • None.

Negative

  • None.

Insights

GMR adds two independent healthcare veterans to its board with standard equity grants.

GMR Solutions Inc. has expanded and completed its public-company Board structure by appointing Dr. Amar Desai and Ellen Zane as independent directors, each with long tenures leading major healthcare organizations and serving on prominent corporate boards. Both are assigned to key governance and compensation committees.

Their appointments align with common public-company governance practices, including a classified Board and committee specialization. Each director received 9,972 restricted stock units that vest over one year or earlier upon specific events, tying part of their compensation to equity performance.

This development is primarily structural and strategic rather than financial, with no new earnings, capital raising, or major transactions disclosed. Its impact depends on how the refreshed Board influences long-term strategy, workforce decisions, and how GMR navigates its role as a large, integrated emergency medical services provider.

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 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Director RSU grant 9,972 RSUs Award to Dr. Desai on July 1, 2026
Director RSU grant 9,972 RSUs Award to Ms. Zane on July 1, 2026
Employee count roughly 34,000 team members Company workforce size in EMS operations
Patient encounters roughly 5.5 million annually Annual patient encounters across U.S. operations
Population coverage more than 60% of U.S. population Communities served by GMR EMS services
Geographic reach approximately 1,400 counties Counties where GMR operates
Critical care frequency every 88 seconds Frequency of critical care interventions
Board term end 2028 annual meeting End of Ms. Zane’s Class II director term
restricted stock units financial
"the Company granted to each of Dr. Desai and Ms. Zane an award of 9,972 restricted stock units"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Change in Control financial
"which RSUs will vest on the first anniversary ... or, if earlier, upon the occurrence of a Change in Control"
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.
Equity Incentive Plan financial
"an award of 9,972 restricted stock units under the GMR Solutions Inc. 2026 Equity Incentive Plan"
An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.
emergency medical services financial
"the nation's leading emergency medical services (EMS) provider"
Emergency medical services are the organized system of personnel, vehicles, equipment and dispatch that provide urgent medical care and transport to people with acute illness or injury, including ambulances, paramedics, emergency dispatch centers and sometimes air transport. For investors, EMS matters because it represents a distinct service market with revenue tied to public contracts, insurance reimbursements, capital-intensive equipment and regulatory oversight—similar to a 24/7 safety net that a community relies on.
value-based care financial
"leadership experience across healthcare delivery, value-based care, health system operations"
A health-care delivery approach that rewards providers for keeping patients healthy and improving outcomes instead of charging for each test or visit. For investors, it matters because it shifts where profits and losses come from—favoring providers and technologies that lower long-term costs, prevent complications, and demonstrate measurable results; think of it like paying a contractor only when the house stays sound, which changes who wins and loses financially.
classified Board financial
"The Company’s Amended and Restated Certificate of Incorporation provides for a classified Board"
A classified board is a company board structure where directors are split into groups that stand for election in different years, so only a portion of directors can be replaced at any one annual meeting. This is like changing only a few players on a sports team each season rather than swapping the whole roster at once; for investors it matters because it slows down large-scale board changes, affecting how quickly shareholders can push for new leadership or respond to takeover offers and thereby influencing governance risk and valuation.
See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates

FAQ

What did GMR Solutions Inc. (GMRS) announce in this Form 8-K?

GMR Solutions Inc. announced the appointment of Dr. Amar Desai and Ellen Zane to its Board of Directors, effective July 1, 2026. Both are independent directors and take committee roles, helping complete the company’s public-company Board structure and governance framework.

Who are the new GMR Solutions (GMRS) board members and what are their backgrounds?

The new directors are Dr. Amar Desai, a senior healthcare executive with leadership roles at Optum, UnitedHealth Group and CVS Health, and Ellen Zane, CEO Emeritus of Tufts Medical Center with extensive healthcare governance experience and current directorships at Boston Scientific, Haemonetics and Synchrony Financial.

What board classes and committee roles will the new GMRS directors hold?

Ellen Zane will serve as a Class II director with a term ending at the 2028 annual meeting and chair the Human Capital and Compensation Committee. Dr. Desai will be a Class III director through the 2029 meeting and join the Nominating, Corporate Governance and Compliance Committee.

How are the new GMR Solutions (GMRS) directors being compensated in equity?

On July 1, 2026, GMR granted each of Dr. Desai and Ms. Zane 9,972 restricted stock units under the 2026 Equity Incentive Plan. These RSUs vest after one year or earlier upon a Change in Control or specified termination events such as death or Disability.

How large is GMR Solutions’ emergency medical services footprint?

GMR is described as the nation’s largest emergency medical services provider, operating in about 1,400 U.S. counties. It supports roughly 34,000 team members, handles about 5.5 million patient encounters annually, and performs a critical care intervention roughly every 88 seconds.
false 0001898718 0001898718 2026-07-01 2026-07-01 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

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): July 1, 2026

 

 

 

GMR Solutions Inc.

 

(Exact name of registrant as specified in its charter)

 

 

 

Delaware 001-43289 47-3615769

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

 

4400 Hwy 121, Suite 700,
Lewisville, TX 75056
(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (972) 459-4919

 

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

Name of each exchange
on which registered

Class A common stock, par value $0.0001 per share GMRS The 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 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

Appointment of Directors; Director Compensation

 

On July 1, 2026, each of Dr. Amar Desai and Ellen Zane were appointed to the Board of Directors (the “Board”) of GMR Solutions Inc. (the “Company”), effective immediately. The Board has determined that each of Dr. Desai and Ms. Zane qualifies as “independent” in accordance with the rules of the New York Stock Exchange. The Company’s Amended and Restated Certificate of Incorporation provides for a classified Board. Ms. Zane will serve as a Class II director with a term expiring at the Company’s 2028 annual meeting of stockholders and Dr. Desai will serve as a Class III director with a term expiring at the Company’s 2029 annual meeting of stockholders.

 

Dr. Desai previously served as the President of Optum Integrated Care at Optum, a national, comprehensive and patient-centered care organization, from August 2025 to March 2026. Prior to that, Dr. Desai served as Chief Executive Officer, Optum Health at UnitedHealth Group from July 2023 through August 2025. Dr. Desai first joined Optum in 2019 when he served as President, HealthCare Partners, and later became President and CEO of Optum Pacific West and Optum California until 2022. Prior to rejoining Optum, he served as President, Health Care Delivery of CVS Health from 2022 to 2023. Previously, Dr. Desai served as a senior executive at DaVita, a global leader in dialysis care, from 2016 to 2019 and from 2010 to 2014, and as Chief Executive Officer of University of Southern California (“USC”) Care, the faculty practice plan, community network and ambulatory health system of Keck Medicine of USC, from 2014 to 2016. Earlier in his career, Dr. Desai served as an engagement manager at McKinsey & Company. Dr. Desai earned his bachelor’s and medical degrees from Brown University, and his master’s in public health from Harvard T.H. Chan School of Public Health. He has previously served as associate clinical professor of medicine at Keck School of Medicine at USC and held faculty appointments at Stanford School of Medicine and the David Geffen School of Medicine at UCLA.

 

Ms. Zane is CEO Emeritus at Tufts Medical Center, Founding Chair at Tufts Medicine and an Adjunct Assistant Professor of Health Policy and Management at Harvard T.H. Chan School of Public Health. Ms. Zane previously served as President and Chief Executive Officer of Tufts Medical Center from 2004 to 2011 when she retired from this role. Prior to this, Ms. Zane served as Network President for Mass General Brigham (formerly Partners Healthcare System), a physician/hospital network sponsored by the Harvard-affiliated Massachusetts General Hospital and Brigham and Women’s Hospital. Ms. Zane also previously served as Chief Executive Officer of Quincy Hospital in Quincy, Massachusetts. Ms. Zane currently is a director of several privately held companies, including Perspectum Solutions, a health solutions and imaging company, Savista, a healthcare revenue cycle management company and AgNovos Healthcare, LLC, a medical device company focused on bone health. Ms. Zane is currently a director of Boston Scientific, Haemonetics Corporation and Synchrony Financial and previously served as a director of Azenta, Inc., Century Capital Management, Parexel International Corporation, Lincare Holdings Inc., Press Ganey Holdings and Fiduciary Trust Company. Ms. Zane has received Honorary Degrees from Curry College, Stonehill College, Bentley University, University of Massachusetts-Dartmouth and the Mass General Brigham University of Health Professions. Ms. Zane received an MA in audiology and speech-language pathology from Catholic University of America and a BA from George Washington University.

 

There are no arrangements or understandings between each of Dr. Desai and Ms. Zane and any other person pursuant to which he or she, as applicable, was appointed as a director of the Company. There are no transactions in which either Dr. Desai or Ms. Zane has an interest requiring disclosure under Item 404(a) of Regulation S-K under the Securities Exchange Act of 1934, as amended.

 

Dr. Desai will also serve on the Nominating, Corporate Governance and Compliance Committee of the Board and Ms. Zane will serve as chair of the Human Capital and Compensation Committee of the Board.

 

In connection with their appointment to the Board, on July 1, 2026, the Company granted to each of Dr. Desai and Ms. Zane an award of 9,972 restricted stock units (“RSUs”) under the GMR Solutions Inc. 2026 Equity Incentive Plan (the “Plan”), which RSUs will vest on the first anniversary of the date of their appointment (or, if earlier, upon the occurrence of a Change in Control (as defined in the Plan) or a termination due to death or Disability (as defined in the Plan)).

 

Item 7.01 Regulation FD Disclosure.

 

In connection with the foregoing director appointments, the Company issued a press release on July 8, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

2

 

 

Item 9.01Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit
No.
  Description
99.1   Press Release of GMR Solutions Inc. dated July 8, 2026
104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

3

 

 

Signatures

 

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

 

  GMR Solutions Inc.
   
Date: July 8, 2026  
  By:

/s/ Thomas Cook

  Name: Thomas Cook
  Title: Executive Vice President, General Counsel and Secretary

 

4

 

Exhibit 99.1

 

 

 

GMR Solutions Strengthens Board with Appointments of Healthcare
Leaders Dr. Amar Desai and Ellen Zane

 

Appointments Complete Board with Expertise Spanning Healthcare Transformation, Workforce Leadership, Governance and Value-Based Care

 

Lewisville, Texas (July 8, 2026)GMR Solutions, Inc. (NYSE: GMRS) (GMR), the nation's leading emergency medical services (EMS) provider, announced the appointments of Dr. Amar Desai and Ellen Zane to its Board of Directors, effective July 1, 2026.

 

The appointments bring decades of leadership experience across healthcare delivery, value-based care, health system operations, human capital management, and corporate governance, further strengthening the Board as GMR advances its long-term strategy as a leading provider of emergency medical services.

 

"The completion of our Board marks an important milestone for GMR as a public company," said GMR Chief Executive Officer and Chairman Nick Loporcaro. "Our directors bring diverse perspectives and deep expertise from organizations that have transformed healthcare delivery, improved patient access and driven operational excellence at scale. We look forward to leveraging their collective insight as we execute our long-term strategy and deliver value for patients, partners, and shareholders."

 

Dr. Amar Desai Brings Deep Expertise in Healthcare Delivery Transformation

 

Dr. Desai is a respected healthcare executive, with a career spanning medicine, public health and executive leadership across integrated healthcare systems, physician organizations and Fortune 100 healthcare companies.

 

Most recently he served as President of Optum Integrated Care, where he helped advance clinical quality, patient outcomes and value-based care strategies. Before that, Dr. Desai was Chief Executive Officer of Optum Health at UnitedHealth Group, overseeing one of the country's largest care delivery organizations serving more than 20 million patients.

 

Throughout his career, Dr. Desai has focused on expanding innovative care models that improve outcomes, enhance the patient experience, and lower the total cost of care. His leadership experience includes senior roles at CVS Health, DaVita, USC Care, and McKinsey & Company.

 

"As healthcare delivery continues to evolve, organizations that can effectively connect patients to the right care at the right time will play an increasingly important role in improving outcomes and strengthening communities," said Dr. Desai. "With innovative programs like 911 Nurse Navigation and rural health transformation solutions, GMR serves a unique and essential role within the healthcare ecosystem, and I look forward to supporting the company's mission and future growth."

 

Dr. Desai will serve on the Board's Nominating, Corporate Governance and Compliance Committee.

 

 

 

 

Ellen Zane Adds Decades of Healthcare Leadership and Governance Experience

 

Zane is CEO Emeritus of Tufts Medical Center and Founding Chair of Tufts Medicine. Widely recognized as an influential healthcare leader, she brings more than four decades of experience leading healthcare organizations through growth, transformation, and operational change.

 

In addition to her distinguished career in academic medicine and health system leadership, Zane currently serves on the boards of Boston Scientific, Haemonetics Corporation and Synchrony Financial, among other organizations and serves as Adjunct Assistant Professor of Health Policy and Management at Harvard T.H. Chan School of Public Health. Her expertise spans organizational leadership, talent strategy, governance, and operational performance.

 

"GMR's clinicians and team members serve a vital role in communities across the country every day," said Zane. "I am honored to join the Board and look forward to helping the company continue investing in its people, supporting its culture and advancing its mission."

 

Zane will serve as Chair of the Board's Human Capital and Compensation Committee.

 

A Board Built for the Future of Healthcare

 

With the addition of Desai and Zane, the GMRS Board includes healthcare and investment leaders such as Timothy Wicks, former Chief Financial Officer of Optum and former Chief Executive Officer of OptumRx; Jan Stern Reed, former Senior Vice President, General Counsel and Corporate Secretary of Walgreens Boots Alliance, Inc.; Johnny Kim, Managing Director on KKR's Health Care industry team; Max Lin, Partner and Head of KKR's Health Care industry team; and GMR Chief Executive Officer and Chairman, Nick Loporcaro.

 

Together, these leaders bring experience that spans nearly every facet of the healthcare ecosystem—from care delivery and health system operations to governance, workforce leadership, finance and value-based care.

 

Their combined expertise reflects GMR's vision for the future of emergency medical services—one in which EMS is increasingly recognized as an essential component of the broader healthcare system.

 

"Healthcare is changing, and GMR is helping lead that transformation," said Loporcaro. "Every day, our clinicians make critical decisions, deliver advanced medical care and support patients during some of the most significant moments of their lives. At the same time, we're increasingly seeing people turn to 911 and emergency services because they don't know where else to go for care. EMS is no longer defined by transportation; it is an essential entry point into the healthcare system and a vital link across the continuum of care.”

 

 

 

 

About Global Medical Response

 

GMR is the nation’s largest provider of emergency medical services (“EMS”), delivering EMS and other essential out-of-hospital care in rural and urban communities that represent more than 60% of the U.S. population. As the only national, fully integrated, air and ground EMS provider, GMR operates in approximately 1,400 counties across the country. A recognized innovator, GMR develops new solutions to meet evolving industry needs and expand access to high-quality care. With roughly 34,000 team members, GMR supports roughly 5.5 million patient encounters annually and performs a critical care intervention every 88 seconds. Its family of solutions includes American Medical Response, Air Evac Lifeteam, REACH Air Medical Services, Guardian Flight, Med-Trans Corporation, and AirMed International.

 

Media Contact:

 

Kirsten Gurmendi
Associate Vice President, Public Relations
media@gmr.net

877.418.2980

 

Investor Contact:

Krister Sorensen

Vice President, Investor Relations

Investor.relations@gmr.net

 

 

 

Filing Exhibits & Attachments

4 documents