HMS Holdings Corp.
HMS HOLDINGS CORP (Form: 8-K, Received: 11/20/2017 07:01:45)











Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): November 17, 2017




(Exact name of registrant as specified in its charter)


Delaware   0-50194   11-3656261

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification No.)


5615 High Point Drive, Irving, Texas, 75038

(Address of principal executive offices, Zip Code)


Registrant’s telephone number, including area code: (214) 453-3000


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))


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. ☐





Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.


On November 17, 2017, Alex Azar notified HMS Holdings Corp. (the “Company”) of his decision to resign from the Company’s Board of Directors, effective immediately. Mr. Azar tendered his resignation in connection with President Donald J. Trump’s nomination of Mr. Azar for Secretary of the United States Department of Health and Human Services. Mr. Azar’s resignation was not due to any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.













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.



Date: November 20, 2017 By:     /s/   Meredith W. Bjorck
    Meredith W. Bjorck
    Executive Vice President, General Counsel
and Secretary