Veradigm extends stockholder agreement and announces interim CEO office

Published 25/07/2025, 05:28
Veradigm extends stockholder agreement and announces interim CEO office

Veradigm Inc. (OTC Expert Market:MDRX) amended its Stockholder Agreement with Charles Myers and Jessica Myers on Thursday, extending the agreement’s termination date to January 26, 2026. The amendment also allows the Myers Parties to trade in company securities, provided they confirm with Veradigm that they do not possess material, non-public information.

Additionally, Veradigm reported that the employment of Thomas Langan, Interim Chief Executive Officer, President, and Chief Commercial Officer, will end effective July 31. As the company continues its search for a permanent CEO, it will establish an Interim Office of the Chief Executive Officer (OCEO) on August 1. The OCEO will be comprised of Jay Bhattacharyya, Senior Vice President and General Manager of Veradigm Payer; Eric Jacobson, Senior Vice President, Deputy General Counsel and Corporate Secretary; and Lee Westerfield, Interim Chief Financial Officer. These executives will assume the duties of principal executive officers as of August 1. This leadership transition comes as the company faces challenges, reflected in its "Weak" overall financial health score according to InvestingPro analysis.

The company also amended its by-laws on July 23 to accommodate the creation of the OCEO.

There are no arrangements or understandings with any other persons related to the selection of Bhattacharyya, Jacobson, or Westerfield as executive officers, and none have family relationships with any director or executive officer of Veradigm. The company stated that none of the three have engaged in transactions that would be reportable as related party transactions.

This information is based on a statement included in Veradigm’s recent SEC filing.

In other recent news, Veradigm Inc. repurchased approximately $164 million in convertible notes following a request from noteholders. This repurchase involved 0.875% Convertible Senior Notes due in 2027, with the total transaction amounting to about $180 million, including accreted and unpaid interest. The action was carried out under the terms of the convertible note indenture after a notice from U.S. Bank Trust Company, National Association, which acted as the trustee. In addition, Veradigm has expanded its stock incentive plan by authorizing an additional 6 million shares of common stock. This amendment, approved by the Board of Directors, increases the total shares available under the 2024 Stock Incentive Plan to 11 million. The plan is designed to align the interests of stockholders with award recipients and to attract and retain valuable personnel. These developments reflect Veradigm’s ongoing strategic initiatives to manage its financial obligations and incentivize its workforce effectively.

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