TEAM HEALTH HOLDINGS 8-K 2014
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): January 6, 2014
Team Health Holdings, Inc.
(Exact name of registrant as specified in its charter)
Registrant’s telephone number, including area code: (865) 693-1000
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:
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 9, 2014, Team Health Holdings, Inc. (the “Company”) announced that Mr. Greg Roth will transition out of his role as Chief Executive Officer of the Company and resign as a member of the Company’s Board of Directors (the “Board”), in accordance with the terms of a Transition Services Agreement with the Company dated as of January 7, 2014 (the “Transition Services Agreement”). Under the terms of the Transition Services Agreement, Mr. Roth will continue to be employed as Chief Executive Officer of the Company pursuant to the terms of his Amended and Restated Employment Agreement dated as of November 25, 2009, as subsequently amended on February 11, 2011 (the “Employment Agreement”), subject to certain modifications described below, until the earliest to occur of (i) such date on which a successor Chief Executive Officer designated by the Board commences employment with the Company, (ii) the date of Mr. Roth’s termination of employment with the Company for any reason and (iii) December 31, 2014, or, if requested by the Board in its sole discretion by notice in writing to Mr. Roth prior to December 31, 2014, a subsequent date specified by the Board which date shall be no later than March 31, 2015 (such applicable date under this clause (iii), the “Outside Transition Date”). Following Mr. Roth’s termination as Chief Executive Officer he will resign as a member of the Board and from other officer and director positions with the Company and its affiliates, but he is expected to remain with the Company as a consultant through the third anniversary of the Outside Transition Date.
Pursuant to the Transition Services Agreement, Mr. Roth will be entitled to the following:
Transition Date and the Sale of the Company is consummated on or prior to the twelve month anniversary of the Outside Transition Date.
A form of Mr. Roth’s Transition Services Agreement is included in this filing as Exhibit 10.1 and is incorporated herein by reference. This summary does not purport to be complete and is subject to and qualified in its entirety by reference to the full text of the Transition Services Agreement.
Item 9.01 Financial Statements and Exhibits.
See the Exhibit Index immediately following the signature page hereto, which is incorporated herein by reference.
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.
TEAM HEALTH HOLDINGS, INC.
Date: January 9, 2014 By: /s/ David P. Jones
Name: David P. Jones
Title: Executive Vice President and Chief Financial Officer
Index to Exhibits