false
0001014739
0001014739
2026-03-30
2026-03-30
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)
March 30, 2026

OPTION
CARE HEALTH, INC.
(Exact name of registrant as specified in its charter)
| Delaware |
001-11993 |
05-0489664 |
| (State or other jurisdiction of
incorporation) |
(Commission File Number) |
(IRS
Employer Identification Number) |
| 3000 Lakeside Dr. Suite 300N, Bannockburn, IL 60015 |
| (Address
of principal executive offices) |
(312) 940-2443
(Registrant's
telephone number, including area code)
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)) |
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. ¨
Securities registered pursuant to Section 12(b) of
the Act:
| Title of each Class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
| Common
Stock, $0.0001 par value per share |
|
OPCH |
|
Nasdaq Global Select Market |
Item 1.01. Entry into a Material Definitive Agreement
On March 30, 2026,
Option Care Health, Inc. (the “Company”) entered into that certain Fifth Amendment to Amended and Restated First
Lien Credit Agreement (the “Amendment”), by and among the Company, as borrower, certain subsidiaries of the Company
party thereto, each Incremental Revolving Lender party thereto and Bank of America, N.A., as administrative agent (the “Agent”),
which amends that certain Amended and Restated First Lien Credit Agreement, dated as of October 27, 2021 (as amended by that certain
First Amendment to Amended and Restated First Lien Credit Agreement, dated as of June 8, 2023, that certain Second Amendment to Amended
and Restated First Lien Credit Agreement, dated as of December 7, 2023, that certain Third Amendment to Amended and Restated First
Lien Credit Agreement, dated as of May 8, 2024, that certain Fourth Amendment to Amended and Restated First Lien Credit Agreement,
dated as of September 22, 2025, and the Amendment, the “Credit Agreement”), by and among the Company, as borrower,
certain subsidiaries of the Company from time to time party thereto, the Lenders from time to time party thereto and the Agent. The Amendment,
among other things, establishes new revolving credit commitments in an aggregate principal amount equal to $450,000,000, which takes the
form of an increase to the existing Revolving Credit Commitments. Post-Amendment, the aggregate principal amount of Revolving Credit Commitments
outstanding pursuant to the Credit Agreement is $850,000,000.
The foregoing description
of the Amendment is not complete and is qualified in its entirety by reference to the full text of the Amendment, which is attached to
this Current Report on Form 8-K as Exhibit 10.1, and is incorporated herein by reference. Capitalized terms used in this Item
1.01 but not defined herein have the meaning assigned to such terms in the Amendment or the Credit Agreement, as applicable.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation
under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth
in Item 1.01 above is incorporated into this Item 2.03 by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
Exhibit
Number |
|
Exhibit Description |
| 10.1 |
|
Fifth Amendment to Amended and Restated First Lien Credit Agreement, dated as of March 30, 2026, by and among Option Care Health, Inc., a Delaware corporation, as borrower, each other Loan Party (as defined therein) party thereto, each Incremental Revolving Lender (as defined therein) party thereto and Bank of America, N.A., as administrative agent. |
| 104 |
|
Cover Page Interactive Data File (embedded within the inline XBRL document) |
SIGNATURES
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.
| |
|
Option Care Health, Inc. |
| |
|
|
| Date: April 2,
2026 |
By: |
/s/ Meenal Sethna |
| |
|
Meenal Sethna |
| |
|
Chief Financial Officer |