LifeStance Health (LFST) reshapes board with three new directors and RSU grants
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
LifeStance Health Group, Inc. reported changes to its board of directors. Jeffrey Rhodes resigned from the board and all committees effective immediately, and the company stated his resignation was not due to any disagreement with the company.
To fill board vacancies, the board appointed Thurman Justice, Lori Goltermann and Safwan Shabab as directors. Mr. Justice and Ms. Goltermann were named Class II directors, serving until the 2029 annual meeting of stockholders, while Mr. Shabab was named a Class III director, serving until the 2027 meeting.
Mr. Justice joined the audit committee and the quality and compliance committee, Ms. Goltermann joined the compensation and nominating and governance committees, and Mr. Shabab joined the nomination and governance committee. Under the 2021 Equity Incentive Plan, Mr. Justice and Ms. Goltermann each received 35,492 restricted stock units, which vest under a time- and performance-based agreement, subject to their continued board service.
Positive
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Negative
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8-K Event Classification
Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
1 item
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.
Key Figures
RSUs to Thurman Justice: 35,492 restricted stock units
RSUs to Lori Goltermann: 35,492 restricted stock units
Class II director term end: 2029 annual meeting of stockholders
+2 more
5 metrics
RSUs to Thurman Justice
35,492 restricted stock units
Initial award under 2021 Equity Incentive Plan, time- and performance-based vesting
RSUs to Lori Goltermann
35,492 restricted stock units
Initial award under 2021 Equity Incentive Plan, time- and performance-based vesting
Class II director term end
2029 annual meeting of stockholders
Terms for Thurman Justice and Lori Goltermann
Class III director term end
2027 meeting of stockholders
Term for Safwan Shabab
Stockholder’s Agreement date
June 9, 2021
Agreement governing Safwan Shabab’s board appointment
Key Terms
restricted stock units, 2021 Equity Incentive Plan, audit committee, compensation committee, +2 more
6 terms
restricted stock units financial
"each received an initial award of 35,492 restricted stock units that will vest"
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.
2021 Equity Incentive Plan financial
"In connection with their appointments, pursuant to the Company’s 2021 Equity Incentive Plan"
audit committee financial
"Mr. Justice will serve as a member of the audit committee and the quality and compliance committee"
A company's audit committee is a small group of board members who act like independent inspectors for the firm's finances, overseeing how financial reports are prepared, monitoring internal controls, and managing the relationship with external auditors. Investors care because a strong audit committee reduces the risk of accounting errors, fraud, or misleading statements, making financial statements more trustworthy and helping protect shareholder value.
compensation committee financial
"Ms. Goltermann will serve as a member of the compensation committee and nominating and governance committee"
A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.
Stockholder’s Agreement regulatory
"Mr. Shabab was appointed to the Board in accordance with and pursuant to a Stockholder’s Agreement"
emerging growth company regulatory
"405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 ... 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.
FAQ
What board change did LifeStance Health (LFST) announce on July 2, 2026?
LifeStance Health announced that director Jeffrey Rhodes resigned from the board and all its committees, effective immediately. The company stated his resignation was not due to any disagreement with LifeStance Health or its operations, providing reassurance about the nature of the departure.
Who joined the LifeStance Health (LFST) board and how long will they serve?
The board appointed Thurman Justice, Lori Goltermann and Safwan Shabab as directors. Justice and Goltermann became Class II directors serving until the 2029 annual meeting, while Shabab became a Class III director serving until the 2027 meeting of stockholders under the company’s classified board structure.
Which board committees will the new LifeStance Health (LFST) directors serve on?
Thurman Justice will serve on the audit committee and the quality and compliance committee. Lori Goltermann will serve on the compensation committee and the nominating and governance committee. Safwan Shabab will serve on the nomination and governance committee, helping oversee governance matters for the board.
What equity awards did new LifeStance Health (LFST) directors receive?
Under the 2021 Equity Incentive Plan, Thurman Justice and Lori Goltermann each received an initial award of 35,492 restricted stock units. These RSUs vest according to a time- and performance-based restricted stock unit agreement, contingent on each director’s continued service on the LifeStance board.
How was Safwan Shabab’s appointment to the LifeStance Health (LFST) board governed?
Safwan Shabab’s appointment was made in accordance with a Stockholder’s Agreement dated June 9, 2021 between LifeStance Health and certain stockholders. That agreement, previously filed as an exhibit with the SEC, provides specific rights related to board representation for those stockholders.