Welcome to our dedicated page for Veradigm SEC filings (Ticker: MDRX), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Veradigm Inc. (MDRX) SEC filings page on Stock Titan is designed to help investors and researchers review the company’s regulatory disclosures in a structured way. Veradigm describes itself as a healthcare technology company focused on healthcare data and technology solutions delivered through platforms, data, connectivity, and expertise, with activities organized around provider and payer & life science categories. Understanding how these activities are reflected in formal filings is an important part of evaluating the business.
Veradigm has publicly discussed its efforts to become current in its SEC financial reporting and has announced the filing of an Annual Report on Form 10-K for a prior fiscal year that includes restated financial statements. In that context, the company has referenced material weaknesses and internal control deficiencies and has outlined plans to remediate these issues while pursuing relisting of its common stock on a national stock exchange once reporting is current. These topics typically appear in sections of Form 10-K and related filings that address controls and procedures, risk factors, and management’s discussion and analysis.
On this page, users can access Veradigm’s key SEC documents as they become available, including annual reports on Form 10-K and quarterly reports on Form 10-Q, which provide detail on revenue by category (such as Provider and Payer & Life Science), cash and debt positions, and explanations of non-GAAP measures like adjusted EBITDA. Current Reports on Form 8-K can offer insight into events such as financing transactions, amendments to stockholder rights plans, and significant governance or reporting developments.
Stock Titan enhances these filings with AI-powered summaries that highlight important sections and explain complex accounting and disclosure topics in more accessible language. Users can also review ownership and transaction information reported on forms such as Form 4 when available, to better understand insider activity. Together, these tools make it easier to interpret Veradigm’s regulatory record and connect it to the company’s stated strategy in healthcare data and technology.
Veradigm Inc. filed a Form 12b-25 notifying the SEC that it cannot timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 because completing comprehensive financial statements requires unreasonable effort and expense. The company attributes the delay to prior misstatements and internal control failures that led to restatements of prior years, the March 18, 2025 filing of its restated 2022 Form 10-K, and ongoing remediation and audit work. The filing notes Nasdaq delisting actions initiated in February 2024 and a Form 25 filed on April 25, 2024. The company references a $100 million senior secured term loan entered in June 2025 and states it is working to file the historical late reports and the 2025 Form 10-K but gives no definitive filing date or assurance of relisting.
Veradigm Inc. reported that the U.S. Securities and Exchange Commission’s Division of Enforcement has formally concluded its investigation into the company and, based on the information currently available, does not intend to recommend an enforcement action. This letter, issued under Securities Act Release No. 5310, marks the official end of the inquiry.
The company also noted that former Chief Executive Officer Richard J. Poulton and former Chief Financial Officer Leah S. Jones received similar letters from the SEC. The investigation stemmed from Veradigm’s voluntary disclosure of an independent Audit Committee review related to financial reporting and internal control matters described in a report filed on January 10, 2024.
Silver Point Capital and related parties reported beneficial ownership of 6,843,758 shares of Veradigm Inc. common stock, representing 6.3% of the class. This percentage is based on 108,900,000 shares outstanding as of September 29, 2025.
The position is held through Silver Point-managed funds, and both Edward A. Mule and Robert J. O'Shea may be deemed beneficial owners due to their roles in the management entity. The filers certified that the shares were not acquired to change or influence control of Veradigm, consistent with a passive Schedule 13G filing.
Two Seas Capital LP and related parties reported a significant passive stake in Veradigm Inc. They beneficially own 7,469,931 shares of Veradigm common stock, representing 6.9% of the outstanding shares, as of December 31, 2025.
The shares are held by Two Seas Global (Master) Fund LP, with investment discretion, voting, and dispositive power attributed to Two Seas Capital LP, its general partner Two Seas Capital GP LLC, and chief investment officer Sina Toussi. They certify the position is held in the ordinary course of business and not to change or influence control of Veradigm.
Veradigm Inc. released preliminary, unaudited figures for 2024–2025 and a business update under its “Reset, Recover, Reignite” strategy. Management estimates GAAP revenue between $590–$595 million for the year ended December 31, 2024, and between $584–$589 million for 2025, which the company notes is about 1% lower at the mid-point versus 2024.
Cash and cash equivalents were $294 million at December 31, 2024 and $120 million at December 31, 2025, with a $174 million decrease driven mainly by $159 million net outflows from debt activities, including repayment of $229 million in Convertible Notes partly offset by $70 million of term-loan borrowings. Transaction and other expenses were $62 million, capital expenditures were $32 million, and debt was $75 million at year-end 2025 under a senior secured term loan maturing in 2030. The company reported 108.8 million common shares and 11.6 million unvested RSUs outstanding as of December 31, 2025.
Toronto-Dominion entities report a significant ownership position in Veradigm Inc. They collectively report beneficial ownership of 7,037,874 shares of Veradigm common stock, representing 6.6% of the outstanding class as of the event date of December 31, 2025.
Within this total, TD Securities (USA) LLC holds 1,137,354 shares with sole voting and dispositive power, while The Toronto-Dominion Bank holds 5,900,520 shares with sole voting and dispositive power. Other listed TD affiliates show no direct share ownership.
The filing is made on Schedule 13G/A (Amendment No. 2) on behalf of multiple TD entities and classifies the filer as a bank. The signatories certify that the stake was acquired and is held in the ordinary course of business and not for the purpose of changing or influencing control of Veradigm.
Veradigm Inc. filed a current report describing another change to its stockholder rights plan. On February 2, 2026, the company and Broadridge Corporate Issuer Solutions, LLC signed Amendment No. 6 to the Stockholder Rights Agreement, extending the plan’s Final Expiration Time to the Close of Business on December 31, 2026.
The filing also recounts prior amendments, including an August 20, 2025 change that raised the “Specified Percentage” triggering threshold for certain stockholders from 10% to 20% and a February 20, 2025 amendment that reduced the Exercise Price for each one one-thousandth of a share of Series A Junior Participating Preferred Stock from $50.00 to $32.00.
Veradigm Inc. (MDRX) has a new significant shareholder group led by Madison Avenue International LP. As of January 29, 2026, the group reports beneficial ownership of 7,167,999 shares of common stock, equal to about 6.6% of Veradigm’s outstanding shares.
The ownership percentage is calculated using 108,900,000 shares outstanding as of September 29, 2025, as cited from a prior company press release. The filing is made jointly by several related investment entities and Eli Samaha, who may be deemed to share voting and dispositive power. They certify the holdings are not for the purpose of changing or influencing control of Veradigm, other than activities solely in connection with a director nomination process.
Mason Capital Management LLC and its principals have disclosed a significant passive stake in Veradigm Inc. They report beneficial ownership of 6,283,161 shares of Veradigm common stock, representing 5.8% of the outstanding shares, as of an event dated 01/22/2026.
The ownership is held through Mason Capital Master Fund, L.P., over which Mason Capital Management has voting and investment discretion. Managing principals Kenneth M. Garschina and Michael E. Martino are reported as sharing voting and dispositive power over the same shares. The percentage is based on 108,900,000 Veradigm shares outstanding as of September 29, 2025.
The reporting persons certify that the securities were not acquired and are not held for the purpose of changing or influencing control of Veradigm, consistent with a passive investment reported on Schedule 13G.
Veradigm Inc. reported that it has further amended its Stockholder Agreement with Charles Myers and Jessica Myers. Myers currently serves as an observer to Veradigm’s board of directors. On January 15, 2026, the company signed a Second Amendment that extends the agreement’s Termination Date to July 26, 2026, reflecting the value the company believes Myers has contributed in this observer role.
The amendment also allows Veradigm and the Myers Parties, by mutual consent, to extend the Termination Date again to January 26, 2027. This filing focuses on governance and board‑level engagement rather than financial results.