Health Catalyst appoints Simeon Kohl CEO and president
Health Catalyst names Simeon Kohl as CEO and President, realigns Ben Albert as Chief Business Officer, and adopts a 2026 inducement equity plan for new hires.
Rhea-AI Filing Summary
Health Catalyst, Inc. (HCAT) announced a leadership transition, appointing Simeon Kohl as Chief Executive Officer, President, principal executive officer and principal operating officer, and as a Class III director effective September 14, 2026, succeeding Ben Albert. Albert will resign as CEO, President and director effective September 13, 2026 and become Chief Business Officer.
Kohl’s offer letter provides a $600,000 base salary, annual bonus target equal to 100% of base salary, Tier 1 participation in the Executive Severance Plan, and a planned grant of 2,747,385 RSUs, including 915,975 RSUs vesting on September 4, 2027 and the remainder in eight quarterly installments. The Board also adopted a new 2026 Employment Inducement Incentive Plan, reserving 2,747,385 shares for awards to new or returning employees under Nasdaq’s inducement award rules. The press release highlights Kohl’s prior leadership of Performant Healthcare through its sale to Machinify for approximately $670 million and notes that Health Catalyst has documented $2.8 billion in outcomes and previously used the Vitalware divestiture to retire an approximately $160 million credit facility.
Positive
- Retired approximately $160 million credit facility using proceeds from the Vitalware divestiture, which the company states strengthened its balance sheet.
Negative
- None.
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8-K Event Classification
3 items: 5.02, 7.01, 9.01
3 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 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, or exhibit attachments filed with this report.
Key Figures
Kohl base salary: $600,000 per year
Kohl annual bonus target: 100% of base salary
Kohl RSU grant: 2,747,385 RSUs
+5 more
8 metrics
Kohl base salary
$600,000 per year
Base salary under Simeon Kohl’s September 4, 2026 offer letter
Kohl annual bonus target
100% of base salary
Target bonus opportunity for Simeon Kohl
Kohl RSU grant
2,747,385 RSUs
Planned restricted stock unit grant in connection with Kohl’s appointments
Kohl first-vesting RSUs
915,975 RSUs
Portion of Kohl’s RSUs vesting on September 4, 2027
Albert base salary
$415,000 per year
Base salary for Ben Albert as Chief Business Officer
Albert bonus target from 2027
60% of base salary
Annual bonus target for Ben Albert beginning January 1, 2027
Inducement Plan share reserve
2,747,385 shares
Common stock reserved under the 2026 Employment Inducement Incentive Plan
Retired credit facility
Approximately $160 million
Credit facility retired using proceeds from the Vitalware divestiture
Key Terms
Executive Severance Plan, 2026 Employment Inducement Incentive Plan, restricted stock units, Nasdaq Rules, +2 more
6 terms
Executive Severance Plan financial
"Mr. Kohl will also participate in the Company’s Executive Severance Plan as a Tier 1 Executive"
2026 Employment Inducement Incentive Plan financial
"the Board adopted the Health Catalyst, Inc. 2026 Employment Inducement Incentive Plan"
restricted stock units financial
"The Board also plans to grant Mr. Kohl 2,747,385 restricted stock units (RSUs)"
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.
Nasdaq Rules regulatory
"The Inducement Plan was adopted without stockholder approval pursuant to Rule 5635(c)(4) of the rules"
Nasdaq rules are a set of guidelines and requirements that companies must follow to be listed and remain on the Nasdaq stock exchange. These rules help ensure companies are transparent, financially healthy, and operate fairly, which is important for investors to trust the market and make informed decisions. Think of them as the standards that keep the marketplace honest and organized.
forward-looking statements regulatory
"This release contains forward-looking statements within the meaning of Section 27A"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
sale event financial
"including with respect to the treatment of equity awards upon a “sale event” as defined"
FAQ
What executive leadership changes did HCAT announce in this Form 8-K?
Health Catalyst appointed Simeon Kohl as CEO, President, principal executive officer, principal operating officer and director effective September 14, 2026. Ben Albert will step down as CEO, President and director on September 13, 2026 and become Chief Business Officer.
What are the key compensation terms for new HCAT CEO Simeon Kohl?
Kohl will receive a $600,000 base salary, an annual bonus target equal to 100% of base salary, Tier 1 status in the Executive Severance Plan, and a planned grant of 2,747,385 RSUs, with 915,975 RSUs vesting on September 4, 2027 and the rest vesting quarterly.
How is Ben Albert’s role and compensation at HCAT changing?
Ben Albert becomes Chief Business Officer on September 14, 2026 with a base salary of $415,000. For 2026 his bonus target is prorated across his CEO, President/COO, and CBO roles; from January 1, 2027 his annual bonus target is 60% of base salary.
What is included in Health Catalyst’s 2026 Employment Inducement Incentive Plan?
The Inducement Plan reserves 2,747,385 shares of common stock for equity awards such as stock options, RSUs, restricted stock, and other equity-based and cash-based awards. It is available only to certain new or returning employees and is intended to comply with Nasdaq Rule 5635(c)(4).
How does the filing describe Health Catalyst’s past debt reduction?
The press release states that the divestiture of Vitalware enabled Health Catalyst to retire its approximately $160 million credit facility, which the company says strengthened its balance sheet.
What prior experience does new HCAT CEO Simeon Kohl bring?
Kohl previously served as CEO of Performant Healthcare, which he led through strategic and operational transformation and a sale to Machinify for approximately $670 million. He has more than 20 years of healthcare experience across operations, growth and public-company leadership.
What outcomes and capabilities does HCAT highlight in the press release?
Health Catalyst highlights nearly two decades of proprietary data behind $2.8 billion in documented outcomes. It describes itself as an AI-forward healthcare intelligence company focused on improving cost, clinical and consumer performance for health systems.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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): September 4, 2026
__________________________________________________________
(Exact name of registrant as specified in its charter)
________________________________________________________________
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||
(Address of principal executive offices, including zip code)
(801 ) 708-6800
(Registrant’s telephone number, including area code)
(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:
______________________________________________________________
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of exchange on which registered | ||||||||||||
________________________________________________________
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.
Simeon Kohl Appointment as CEO, President and Director
On September 4, 2026, the Board of Directors (the Board) of Health Catalyst, Inc. (the Company) appointed Simeon Kohl to succeed Ben Albert as the Company’s Chief Executive Officer, President, principal executive officer and principal operating officer and, upon the recommendation of the Nominating and Corporate Governance Committee of the Board (the Nominating Committee), as a member of the Board as a Class III director to fill the vacancy created by Mr. Albert’s resignation, in each case effective September 14, 2026. In connection with his appointment, Mr. Kohl is expected to enter into the Company’s standard form of indemnification agreement with the Company.
Mr. Kohl, age 59, most recently served as Chief Client Officer of Machinify, Inc., a healthcare technology company, from October 2025 until July 2026. From May 2023 until October 2025, Mr. Kohl served as Chief Executive Officer and a member of the board of directors of NASDAQ-listed Performant Healthcare, Inc. (Performant), a healthcare technology and services company acquired by Machinify in October 2025. Prior to serving as Chief Executive Officer of Performant, Mr. Kohl held various other leadership roles at Performant, including as President beginning in March 2022. We believe that Mr. Kohl is qualified to serve as a member of our Board based on his extensive executive leadership experience, and his knowledge of the healthcare technology industry.
In connection with Mr. Kohl’s appointment by the Board as Chief Executive Officer, President, principal executive officer and principal operating officer, the Company and Mr. Kohl entered into an offer letter, dated as of September 4, 2026 (the Kohl Offer Letter). Pursuant to the Kohl Offer Letter, Mr. Kohl’s salary will be $600,000 and he will be eligible for an annual bonus with a target amount equal to 100% of his base salary. Mr. Kohl will also participate in the Company’s Executive Severance Plan as a Tier 1 Executive, effective September 14, 2026.
The Board also plans to grant Mr. Kohl 2,747,385 restricted stock units (RSUs), of which 915,975 RSUs will vest on September 4, 2027 and the remaining RSUs will vest in eight approximately equal quarterly installments. The RSUs will be granted pursuant to the Health Catalyst, Inc. 2026 Employment Inducement Incentive Plan discussed below.
The foregoing description of the terms of the Kohl Offer Letter is qualified in its entirety by reference to the full text of the Kohl Offer Letter, a copy of which is attached as Exhibit 10.1 and is incorporated herein by reference.
There are no arrangements or understandings between Mr. Kohl and any person pursuant to which Mr. Kohl was appointed as Chief Executive Officer, President, principal executive officer, principal operating officer and director. Mr. Kohl is not party to and does not have a direct or indirect material interest in any transaction or proposed transaction in which the Company is or is to be a party for which disclosure would be required under Item 404(a) of Regulation S-K. There are no family relationships between Mr. Kohl and any of the Company’s directors or executive officers.
Benjamin Albert’s Resignation from his Position as CEO, President and as a Member of the Board of Directors and Appointment as Chief Business Officer
In connection with Mr. Kohl’s appointment, on September 4, 2026, the Board accepted Mr. Albert’s resignation from his position as Chief Executive Officer, President, principal executive officer and principal operating officer and member of the Board, effective September 13, 2026. Mr. Albert’s resignation is not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
In connection with Mr. Albert’s resignation, the Board appointed Mr. Albert as the Company’s Chief Business Officer, effective September 14, 2026, and the Company and Mr. Albert entered into an offer letter, dated as of September 4, 2026 (the Albert Offer Letter). Pursuant to the Albert Offer Letter, Mr. Albert’s salary will be $415,000 and he will be eligible for an annual bonus for the fiscal year ending December 31, 2026 with a target amount equal to the sum of (i) 75% of Mr. Albert’s annual base salary, at the rate then in effect while Mr. Albert served as President and Chief Operating Officer of the Company, prorated based upon the number of days he was employed during the fiscal year ending December 31, 2026 as President and Chief Operating Officer, plus (ii) 100% of his annual base salary, at the rate then in effect while Mr. Albert served as Chief Executive Officer of the Company, prorated based upon the number of days Mr. Albert was employed during the fiscal year ending December 31, 2026 as Chief Executive Officer plus (iii) 60% of his annual base salary, prorated based upon the number of days Mr. Albert was employed during the fiscal year ending December 31, 2026 as Chief Business Officer of the Company.
Beginning on January 1, 2027, Mr. Albert will be eligible to receive an annual bonus equal to 60% of his base salary. Mr. Albert will also continue to participate in the Company’s Executive Severance Plan as a Tier 2 Executive.
The foregoing description of the terms of the Albert Offer Letter is qualified in its entirety by reference to the full text of the Albert Offer Letter, a copy of which is attached as Exhibit 10.2 and is incorporated herein by reference.
Adoption of 2026 Employment Inducement Incentive Plan
Effective September 4, 2026, the Board adopted the Health Catalyst, Inc. 2026 Employment Inducement Incentive Plan (the Inducement Plan) and reserved 2,747,385 shares of the Company’s common stock for issuance pursuant to equity awards granted thereunder.
The Inducement Plan was adopted without stockholder approval pursuant to Rule 5635(c)(4) of the rules and regulations of the Nasdaq Stock Market LLC (the Nasdaq Rules). The Inducement Plan provides for the grant of equity-based awards, including stock options, stock appreciation rights, restricted stock units, restricted stock awards, unrestricted stock awards, cash based awards, and dividend equivalent rights, to eligible employees of the Company, and its terms are substantially similar to the Company’s 2019 Stock Option and Incentive Plan, including with respect to the treatment of equity awards upon a “sale event” as defined under the Inducement Plan, but with such other terms and conditions intended to comply with the inducement award exceptions of the Nasdaq Rules or to comply with the acquisition and merger exception of the Nasdaq Rules.
In accordance with the Nasdaq Rules, awards under the Inducement Plan may only be made to individuals not previously employed or non-employee directors of the Company (or following such individuals’ bona fide period of non-employment with the Company), as an inducement material to the individuals’ entry into employment with the Company or being rehired following a bona fide period of interruption of employment by the Company, or, to the extent permitted by the Nasdaq Rules, in connection with a merger or acquisition.
The foregoing description of the Inducement Plan does not purport to be complete and is qualified in its entirety by the full text of the Inducement Plan, a copy of which is attached as Exhibit 10.5 and is incorporated herein by reference.
Item 7.01. Regulation FD Disclosure.
A copy of the Company’s press release announcing the officer and director transitions is attached hereto as Exhibit 99.1 and is incorporated by reference.
The information furnished pursuant to Item 7.01 of this Form 8-K, including the information contained in Exhibit 99.1 of this Form 8-K, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Forward-Looking Statements
This Current Report on Form 8-K contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the officer and director transitions and the Board’s plan to grant Mr. Kohl RSUs in connection with his appointments. Any forward-looking statements contained in this Current Report on Form 8-K are based upon the Company’s historical performance and its current plans, estimates, and expectations, and are not a representation that such plans, estimates, or expectations will be achieved. These forward-looking statements represent the Company’s expectations as of the date of this Current Report on Form 8-K, and involve risks, uncertainties, and assumptions. The actual results may differ materially from those anticipated in the forward-looking statements as a result of numerous factors, many of which are beyond the control of the Company, including the risks and uncertainties disclosed in the Company’s reports filed from time to time with the Securities and Exchange Commission, including its most recent Form 10‑K and any subsequent filings on Forms 10-Q or 8-K, available at www.sec.gov. Except as required by law, the Company does not intend to update any forward-looking statement contained in this Current Report on Form 8-K to reflect events or circumstances arising after the date hereof.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
| Exhibit No. | Description | |||||||
10.1* | Offer Letter, dated September 4, 2026, between the Company and Simeon Kohl | |||||||
10.2* | Offer Letter, dated September 4, 2026, between the Company and Benjamin Albert | |||||||
10.3#** | Form of Indemnification Agreement, between Health Catalyst, Inc. and each of its executive officers and directors | |||||||
10.4#** | Executive Severance Plan | |||||||
10.5#* | Health Catalyst, Inc. 2026 Employment Inducement Incentive Plan and forms of restricted stock unit award agreement, nonqualified stock option agreement and restricted stock award agreement thereunder | |||||||
99.1*** | Press Release titled “Health Catalyst Appoints Simeon Kohl as Chief Executive Officer” dated September 8, 2026. | |||||||
| 104 | Cover page Interactive Data File (embedded within the Inline XBRL document) | |||||||
# Indicates management contract or compensatory plan.
* Filed herewith.
** Incorporated by reference to Exhibit 10.18 to the Form S-1 filed June 27, 2019.
*** Incorporated by reference to Exhibit 10.16 to the Form S-1/A filed July 12, 2019.
**** Furnished herewith.
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.
| HEALTH CATALYST, INC. | ||||||||
| Date: September 8, 2026 | By: | /s/ Jason Alger | ||||||
| Jason Alger | ||||||||
| Chief Financial Officer | ||||||||
Exhibit 99.1
Health Catalyst Appoints Simeon Kohl as Chief Executive Officer and President
Kohl brings public-company leadership and a record of successful transformation; Ben Albert to continue as Chief Business Officer
SALT LAKE CITY, Utah - September 8, 2026 - Health Catalyst, Inc. (“Health Catalyst” or the "Company," Nasdaq: HCAT), a healthcare intelligence company designed to accelerate measurable improvement for health systems, today announced that Simeon Kohl has been appointed Chief Executive Officer (CEO) and President and a member of the Company’s Board of Directors, effective September 14, 2026.
Simeon Kohl most recently served as Chief Executive Officer of Performant Healthcare, a public healthcare company he led through a period of significant strategic and operational transformation, culminating in its successful sale to Machinify for approximately $670 million. He brings more than 20 years in healthcare, spanning operations, growth, and public-company leadership. The Company’s current CEO and President, Ben Albert, will become Chief Business Officer and will step down from the Board of Directors effective September 13, 2026.
“We’re pleased to welcome Simeon Kohl to Health Catalyst,” said Justin Spencer, Chairman of the Board. “Simeon is a seasoned public-company healthcare leader with a strong track record of driving operational performance and creating shareholder value. The Board knows Simeon and his record well and engaged with him extensively in consideration for this role. We believe his experience, operating discipline, and leadership approach are particularly well suited to Health Catalyst and the opportunities ahead. We’re also deeply grateful to Ben for the important work he has led and are pleased that he will continue as a key member of the leadership team.”
Following the progress made under his leadership, Ben Albert concluded that this was the right time to transition the CEO role as Health Catalyst moves into its next phase. He will continue playing an important role in the Company’s future as Chief Business Officer, working closely with Kohl and the leadership team to advance Health Catalyst’s strategic priorities.
During his tenure, Ben Albert led the Company’s strategic priorities and operating initiatives and aligned the leadership team now running the business. He sharpened the Company’s focus on its highest-conviction technologies, positioning Health Catalyst as an AI-forward healthcare intelligence company built to solve some of healthcare’s hardest problems. To support that focus, he led the divestiture of Vitalware, which enabled the Company to retire its approximately $160 million credit facility and strengthen its balance sheet.
“I care deeply about Health Catalyst and this team, and I’m proud of what we have accomplished together,” said Ben Albert. “This was a thoughtful decision about what is best for the Company and me. I have confidence in Simeon and believe he is the right leader for what comes next.”
Simeon Kohl said, “I was drawn to Health Catalyst because it brings together two things I care deeply about: improving healthcare and building high-performing organizations. The company has an important mission, exceptionally talented people, and nearly two decades of proprietary data behind $2.8 billion in documented outcomes. The opportunity to build on those strengths to drive stronger growth and operating performance is what made this role so compelling to me.”
About Health Catalyst
Health Catalyst, Inc. (Nasdaq: HCAT) is a healthcare intelligence company designed to accelerate measurable improvement for health systems across cost, clinical, and consumer performance. Backed by deep domain expertise, proprietary AI-driven technology, and $2.8 billion in documented outcomes, Health Catalyst helps health systems move from data to confident, measurable action.
Forward-Looking Statements
This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, as amended, including statements regarding the impact of Kohl’s appointment to President, CEO and a member of the Board, Albert’s transition to Chief Business Officer, and future performance and opportunities of Health Catalyst. Forward-looking statements are subject to risks and uncertainties and are based on potentially inaccurate assumptions that could cause actual results to differ materially from those expected or implied by the forward-looking statements. Actual results may differ materially from the results predicted, and reported results should not be considered as an indication of future performance.
Important risks and uncertainties that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following: (i) changes in laws and regulations applicable to our business model; (ii) changes in market or industry conditions, regulatory environment, and receptivity to our technology and services; (iii) results of litigation or a security incident; (iv) the loss of one or more key clients or partners, clients reducing or eliminating their spend with us, client churn or down-selling in connection with the migration to Ignite or otherwise; (v) fluctuations in our project-based, non-recurring revenue, (vi) macroeconomic challenges (including high inflationary and/or high interest rate environments, tariffs, or market volatility and measures taken in response thereto), natural disasters or any new public health crises, and regional or global conflicts (including in the Middle East); (vii) the divestiture of Vitalware may not achieve some or all of the expected benefits and may adversely affect our business; and (viii) changes to our abilities to recruit and retain qualified team members. For a detailed discussion of the risk factors that could affect our actual results, please refer to the risk factors identified in our reports filed with the Securities Exchange Commission (SEC), including, but not limited to the Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2026, filed with the SEC on August 6, 2026, and the Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on March 12, 2026. All information provided in this release and in the attachments is as of the date hereof, and we undertake no duty to update or revise this information unless required by law.
Health Catalyst Investor Relations Contact
Stephanie St. Clair
Finance and Investor Relations, SVP
+1 (855)-309-6800
ir@healthcatalyst.com
Health Catalyst Media Contact
Kay Blazar
VP, PR
SVM PR & Marketing
Healthcatalyst@SVMPR.com