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Regional Health Properties (RHEP) names new CFO as director plans exit

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Regional Health Properties, Inc. appointed Marlie Davis, CPA, MBA, as Chief Financial Officer, effective May 1, 2026. She will serve as the company’s principal financial and principal accounting officer. Davis brings over 20 years of finance, accounting, audit and real estate investment experience at multiple firms.

Under her offer letter, Davis will receive an initial annual base salary of $265,000 and be eligible for a discretionary annual bonus with a $100,000 target. Subject to equity plan approvals, she will be granted 35,000 restricted stock units and an option to purchase 35,000 shares of common stock, plus eligibility for standard employee benefits and nine months of severance if terminated without cause. Separately, director Christopher Winkle notified the company he will resign from the Board effective May 31, 2026, and his resignation is stated not to result from any disagreement with the company.

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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.
CFO base salary $265,000 per year Initial annual base salary for Marlie Davis under offer letter
Target annual bonus $100,000 Discretionary annual bonus target for CFO, criteria set with CEO and committee
Restricted stock units 35,000 RSUs Equity grant to Marlie Davis, subject to plan and award agreement
Stock options Option for 35,000 shares Common stock option grant to CFO; exercise terms in award agreement
Severance period Nine months Severance if CFO is terminated by company without cause
CFO effective date May 1, 2026 Date Marlie Davis becomes Chief Financial Officer
Director resignation effective date May 31, 2026 Effective date of Christopher Winkle’s resignation from the Board
restricted stock units financial
"the Company will grant Ms. Davis 35,000 restricted stock units and an option"
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.
equity incentive plan financial
"the terms of the Company’s equity incentive plan and applicable award agreement"
An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.
at will financial
"The offer letter provides that Ms. Davis’s employment with the Company will be at will."
severance financial
"Upon a termination of Ms. Davis’s employment by the Company without cause, Ms. Davis will be entitled to receive nine months of severance."
Severance is the payment and benefits an employer provides to an employee when their job ends, acting like a short-term financial safety net or final paycheck plus extras such as healthcare continuation or stock vesting. Investors care because severance obligations are real costs and potential liabilities that can reduce cash, affect reported profits, and signal how a company handles leadership changes or downsizing, which can influence future performance and shareholder value.
principal financial officer financial
"Ms. Davis will serve as the Company’s principal financial officer and principal accounting officer"
The principal financial officer is the senior executive who runs a company's financial operations: preparing and certifying financial reports, managing accounting controls, budgets and cash flow, and advising on financial strategy. Investors care about this role because its competence affects how trustworthy the company’s numbers are, how well it manages risk and capital needs, and the credibility of forecasts—like the chief navigator steering a firm's financial course.
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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): April 26, 2026

 

 

Regional Health Properties, Inc.

 

 

(Exact Name of Registrant as Specified in its Charter)

 

Georgia

001-33135

81-5166048

(State or Other Jurisdiction of

(Commission

(I.R.S. Employer

Incorporation)

File Number)

Identification No.)

 

1050 Crown Pointe Parkway

 

 

Suite 720

 

 

Atlanta, Georgia 30338

 

 

(Address of Principal Executive Offices, and Zip Code)

 

 

(678) 869-5116

 

 

(Registrants telephone number, including area code)

 

 

Not applicable.

 

(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 (see General Instruction A.2. below):

 

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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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.

 

Appointment of Chief Financial Officer

 

On April 26, 2026, the Board of Directors (the “Board”) of Regional Health Properties, Inc. (the “Company”) appointed Marlie Davis, CPA, MBA, as the Company’s Chief Financial Officer, effective May 1, 2026. Ms. Davis will serve as the Company’s principal financial officer and principal accounting officer, unless and until the Company appoints or designates another person to serve in either such capacity.

 

Ms. Davis, age 55, is a Certified Public Accountant with more than 20 years of finance, accounting, audit and real estate investment experience. Since 2019, she has served as Chief Financial Officer and Controller of Hatteras Sky, where she has led finance and accounting operations for a multi-entity real estate investment platform. Earlier in her career, Ms. Davis held senior finance and assurance roles at Sixty West, Cherry Bekaert LLP, AGH, LLC and CohnReznick LLP, with a focus on financial reporting, audit, internal controls and advisory services for public companies, real estate developers and investment entities. Ms. Davis holds an MBA from Utica College and a BBA in Accounting from the University of Central Florida.

 

There are no arrangements or understandings between Ms. Davis and any other person pursuant to which she was selected as Chief Financial Officer. There are no family relationships between Ms. Davis and any director or executive officer of the Company. Ms. Davis does not have a direct or indirect material interest in any transaction that would require disclosure under Item 404(a) of Regulation S-K.

 

In connection with her appointment, the Company and Ms. Davis entered into an offer letter, dated April 24, 2026, which Ms. Davis accepted on April 25, 2026. Pursuant to the offer letter, Ms. Davis will receive an initial annual base salary of $265,000. Ms. Davis will also be eligible to participate in the Company’s discretionary annual bonus program, with a target bonus opportunity of $100,000, with the amount of any bonus to be determined based on criteria established with the Company’s Chief Executive Officer and the Compensation Committee of the Board of Directors.

 

Subject to approval by the Board of Directors or the appropriate committee thereof and the terms of the Company’s equity incentive plan and applicable award agreement, the Company will grant Ms. Davis 35,000 restricted stock units and an option to purchase 35,000 shares of the Company’s common stock. The exercise price, vesting schedule, term and other conditions of the option will be set forth in the applicable award agreement.

Ms. Davis will be eligible to participate in the Company’s employee benefit plans and programs generally made available to similarly situated employees, subject to the terms, conditions and eligibility requirements of such plans and programs. The offer letter provides that Ms. Davis’s employment with the Company will be at will. Upon a termination of Ms. Davis’s employment by the Company without cause, Ms. Davis will be entitled to receive nine months of severance.

 

Resignation of Director

 

On April 27, 2026, Christopher Winkle notified the Company of his resignation from the Board, effective May 31, 2026. Mr. Winkle’s resignation was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

 




 

 


 

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.

 

 

REGIONAL HEALTH PROPERTIES, INC.

Date: April 30, 2026

/s/ Brent Morrison

 

Brent Morrison

 

Chairman, Chief Executive Officer and President

 

 

 


FAQ

Who is the new Chief Financial Officer of Regional Health Properties (RHEP)?

Regional Health Properties appointed Marlie Davis, CPA, MBA, as Chief Financial Officer effective May 1, 2026. She will also serve as principal financial and principal accounting officer, bringing over 20 years of finance, accounting, audit, and real estate investment experience to the company.

What are the key compensation terms for RHEP’s new CFO Marlie Davis?

Marlie Davis will receive an initial annual base salary of $265,000 and a discretionary annual bonus with a $100,000 target. She is also slated to receive 35,000 restricted stock units and an option to purchase 35,000 shares of common stock, subject to plan approval.

What equity awards will Regional Health Properties grant to its new CFO?

Subject to board or committee approval and the equity plan’s terms, Regional Health Properties will grant Marlie Davis 35,000 restricted stock units and an option to purchase 35,000 shares of common stock. The option’s exercise price, vesting schedule, term, and other conditions will be set in an award agreement.

Does the RHEP CFO offer letter include severance protection?

Yes. Under her offer letter, if Regional Health Properties terminates Marlie Davis’s employment without cause, she will be entitled to receive nine months of severance. Her employment is otherwise described as at will, meaning either party may end it subject to that severance provision.

Which director is resigning from the Regional Health Properties board and when?

Director Christopher Winkle notified Regional Health Properties on April 27, 2026 that he will resign from the Board effective May 31, 2026. The company states that his resignation is not due to any disagreement over operations, policies, or practices.

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