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Health Catalyst, Inc 8-K Filings

HCAT NASDAQ

Every 8-K that Health Catalyst, Inc (HCAT) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow HCAT and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full HCAT filings page.

Rhea-AI Summary

Health Catalyst, Inc. (HCAT) reported that on September 11, 2026, it appointed Tami Reller to its board of directors as a Class III director, with her service effective October 1, 2026, expanding the board from six to seven members. She will serve as chair of the Audit Committee, replacing Justin Spencer in that role while he remains on the committee, and will join the Compensation Committee, replacing Jill Hoggard Green there. The company highlights Reller’s extensive executive experience at Duly Health and Care, subsidiaries of UnitedHealth Group, and Microsoft, as well as her public-company board service. A contemporaneous press release describes Health Catalyst as an AI-forward healthcare intelligence company built on 18 years of results and $2.8 billion in validated outcomes.

Rhea-AI 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.

Rhea-AI Summary

Health Catalyst, Inc. completed the divestiture of all equity interests in its Vitalware business to Med-Metrix, receiving an aggregate base purchase price of $147 million. Net proceeds plus cash on hand were used to voluntarily repay in full its credit facility, including $122.8 million of initial term loan principal, $37.1 million of delayed draw principal, a prepayment premium and accrued interest, terminating the facility and releasing all liens. The company estimates this will eliminate about $19 million of annual interest expense on a GAAP basis.

For the quarter ended June 30, 2026, total revenue was $70.5 million, down 13% year over year, with gross margin improving to 40%. Net loss was $40.5 million, including a $27.0 million goodwill impairment, while Adjusted EBITDA rose 6% to $9.9 million. As of June 30, 2026, cash and cash equivalents were $60.6 million and short-term investments were $42.9 million. The company generated $18.8 million of operating cash flow in the first half of 2026. Guidance for 2026 calls for total revenue of $246–$249 million and Adjusted EBITDA of $18–$18.5 million.

Rhea-AI Summary

Health Catalyst, Inc. held its annual stockholder meeting on July 16, 2026, with 73,894,020 shares entitled to vote and 54,417,854 shares present or represented by proxy. Stockholders elected Class I directors Justin Spencer and Mathew Arens for terms expiring at the 2029 annual meeting.

Stockholders ratified Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, and approved the advisory, non-binding vote on named executive officer compensation. They did not approve a proposal to restate the certificate of incorporation to phase out the classified board structure.

Rhea-AI Summary

Health Catalyst, Inc. has signed a definitive Unit Purchase Agreement to sell all equity interests of Vitalware, LLC and its Vitalware business to Med-Metrix for $147 million in cash. Vitalware generated about $37 million in fiscal 2025 revenue.

Subject to regulatory and other closing conditions, including Hart-Scott-Rodino clearance and at least 80% of selected employees accepting offers from Med-Metrix, the deal is expected to close in the third quarter of 2026. Health Catalyst plans to use net proceeds, together with cash on hand, to fully repay and terminate its senior secured term loan facility, which had approximately $160 million of outstanding principal as of March 31, 2026.

The divestiture is positioned as a strategic move to sharpen focus on Health Catalyst’s core data, technology, and AI offerings, supported by a foundation of $2.8 billion in documented outcomes, while strengthening the balance sheet and increasing financial flexibility.

Rhea-AI Summary

Health Catalyst, Inc. reported first quarter 2026 results showing lower revenue but stronger non-GAAP profitability alongside a major accounting charge. Total revenue was $70.8 million, down 11% from $79.4 million a year earlier, with gross margin improving to 39% from 36%.

The company recorded a sizeable $95.5 million goodwill impairment in its Technology reporting unit, driving a GAAP net loss of $111.0 million, or $1.53 per share, compared with a $23.7 million loss in 2025. Excluding non-cash and non-recurring items, Adjusted EBITDA rose 46% to $9.1 million and adjusted net income was $1.2 million, or $0.02 per diluted share.

Management issued guidance for 2026, expecting full-year revenue of $260–$265 million and Adjusted EBITDA of $30–$33 million, and highlighted a strategic reset of its operating model and ongoing migration from DOS to Ignite, which may cause some client churn and down-sell.

Rhea-AI Summary

Health Catalyst, Inc. announced that its board has appointed Steve Nelson, Executive Vice President and President of Aetna, to its Board of Directors, effective May 1, 2026. He will serve as a Class II director until the 2027 annual meeting, filling a new seventh board seat.

The board size will later return to six directors when Matthew Kolb does not stand for re-election at the 2026 annual meeting. Nelson will receive standard non-employee director cash and equity compensation and enter into the company’s customary indemnification agreement.

The company highlighted Nelson’s extensive leadership experience across major health insurers and provider organizations and stated that his appointment aligns with a broader leadership refresh, including the recent naming of a new CEO and board chair.

Rhea-AI Summary

Health Catalyst, Inc. announced leadership and workforce changes tied to its Project Nexus restructuring. The Board decided that Chief People Officer Linda Llewelyn will leave that role effective June 1, 2026 as the position is eliminated.

The company and Ms. Llewelyn anticipate a separation agreement and an independent contractor agreement under which she is expected to serve as a senior advisor from June 2, 2026 through September 1, 2026, receiving benefits available under the Executive Severance Plan in exchange for a general release of claims. As part of Project Nexus, the Board also authorized a global workforce reduction expected to cut approximately 9% of employees and remove about 100 additional open, budgeted headcount positions in the US and India.

Rhea-AI Summary

Health Catalyst, Inc. outlines a transition arrangement with former Chief Executive Officer and principal executive officer Daniel Burton following his previously reported retirement effective February 12, 2026. To support a smooth handover, Burton will remain an employee as a strategic advisor through December 31, 2026.

Under the Transition Agreement dated March 31, 2026, he will receive an average monthly base salary of $10,000 starting March 1, 2026, in exchange for continued employment. He will forfeit all unvested restricted stock units and performance-based restricted stock units that could vest after March 2, 2026, and provide a general release of claims against the company.

Rhea-AI Summary

Health Catalyst, Inc. reported modest 2025 growth but a sharply wider loss driven by non-cash charges. Total revenue for 2025 was $311.1 million, up 1% year over year, while fourth-quarter revenue declined 6% to $74.7 million as professional services fell.

GAAP net loss widened to $177.9 million from $69.5 million, largely due to $110.2 million of goodwill and intangible impairments and higher non-cash expenses. Despite this, profitability metrics improved: gross margin rose to 38.7%, Adjusted Gross Margin to 51.1%, and Adjusted EBITDA increased to $41.4 million from $26.1 million.

Cash and cash equivalents dropped to $50.8 million from $249.6 million, with full-year operating cash flow just positive at $0.7 million. Platform Clients grew to 162 from 130, but Dollar-based Retention Rate (Tech + TEMS) declined to 93% from 102%. For Q1 2026, the company guides to revenue of $68–$70 million and Adjusted EBITDA of $7–$8 million, while it withholds full-year 2026 guidance pending an internal strategic review tied to its CEO transition.

Rhea-AI Summary

Health Catalyst, Inc. named Ben Albert as its new Chief Executive Officer and a director, effective February 12, 2026, as part of an accelerated succession plan for retiring CEO Dan Burton, who will move to a strategic advisor role under an expected transition agreement.

Albert, previously President and COO and former CEO/co‑founder of Upfront Healthcare, will receive a $600,000 base salary, an annual bonus target equal to 100% of salary, 465,000 RSUs, and 465,000 performance-based RSUs, along with amended vesting of 467,000 RSUs granted in 2025. The company is also reshaping governance: multiple long‑tenured directors are resigning and the Board will ultimately be reduced to five members immediately prior to the 2026 annual meeting, with Justin Spencer serving as chair and committee memberships rebalanced.

Rhea-AI Summary

Health Catalyst, Inc. announced a leadership transition in its commercial organization. The Board of Directors determined that Kevin Freeman will cease serving as Chief Commercial Officer on February 1, 2026. The company and Mr. Freeman anticipate entering into a separation agreement and then an independent contractor agreement under which he will serve as a senior advisor starting February 2, 2026.

The separation agreement is expected to provide Mr. Freeman with separation benefits under the company’s Executive Severance Plan, in exchange for a general release of claims. The plan was previously described in the company’s definitive proxy statement filed on May 19, 2025. The filing also notes that statements about the anticipated agreements are forward-looking and subject to risks and uncertainties.

Rhea-AI Summary

Health Catalyst, Inc. filed a Form 8-K to let investors know it has released an excerpt of its preliminary, unaudited estimated 2025 financial and operational results along with forward-looking commentary. The company notes these figures may change once year-end accounting and annual audit procedures are completed, so they should be viewed as estimates rather than final results. The information is provided in an “Excerpt” attached as Exhibit 99.1 and incorporated by reference. The company also specifies that this information is being furnished, not filed, which means it is not subject to certain liability provisions under the federal securities laws unless expressly incorporated into other filings.

Rhea-AI Summary

Health Catalyst (HCAT) furnished a press release announcing its financial results for the quarter ended September 30, 2025. The company attached the full release and a Q3 2025 earnings summary as Exhibit 99.1 and Exhibit 99.2, respectively. The materials are being furnished under Item 2.02 and are not deemed filed under the Exchange Act.

Rhea-AI Summary

Health Catalyst, Inc. appointed Benjamin Albert as President and Chief Operating Officer effective September 16, 2025, following his leadership of the company’s Upfront Healthcare Services unit after its acquisition in January 2025. He brings prior experience as Upfront’s co‑founder and CEO, and will enter into Health Catalyst’s standard indemnification agreement and Executive Severance Plan.

Under an offer letter dated September 5, 2025, Mr. Albert will receive a $475,000 base salary, an annual bonus targeted at 75% of salary, 467,000 RSUs vesting over time, and 233,000 PRSUs tied over three years to total shareholder return versus the Russell 3000, adjusted EBITDA margin, and revenue growth rate. The filing also recaps the January 2025 Upfront merger, under which he received about $1,209,872 in cash, 269,765 Health Catalyst shares, and potential additional earn‑out consideration, plus earlier retention grants of 18,000 RSUs and 16,573 PRSUs. Current COO Dan LeSueur will cease serving as Chief Operating Officer and principal operating officer on September 15, 2025, which is stated not to be due to any disagreement with the company.