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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Cerner Corp.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| June 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 000-15386 CERNER CORPORATION (Exact name of registrant as specified in its c |
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| June 8, 2022 |
As filed with the Securities and Exchange Commission on June 8, 2022 As filed with the Securities and Exchange Commission on June 8, 2022 Registration No. |
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| June 8, 2022 |
As filed with the Securities and Exchange Commission on June 8, 2022 As filed with the Securities and Exchange Commission on June 8, 2022 Registration No. |
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| June 8, 2022 |
Amended and Restated Bylaws of Cerner Corporation Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF CERNER CORPORATION TABLE OF CONTENTS Page ARTICILE I CORPORATE OFFICES 1 1.1 Registered Office. 1 1.2 Other Offices 1 ARTICILE II STOCKHOLDERS? MEETINGS 1 2.1 Place Of Meetings 1 2.2 Annual Meeting. 1 2.3 Special Meeting. 1 2.4 Notice Of Stockholders? Meetings 2 2.5 Manner Of Giving Notice; Affidavit Of Notice. 2 2.6 Quorum. 2 2.7 Adjourned Meeting; Notic |
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| June 8, 2022 |
As filed with the Securities and Exchange Commission on June 8, 2022 As filed with the Securities and Exchange Commission on June 8, 2022 Registration No. |
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| June 8, 2022 |
As filed with the Securities and Exchange Commission on June 8, 2022 As filed with the Securities and Exchange Commission on June 8, 2022 Registration No. |
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| June 8, 2022 |
As filed with the Securities and Exchange Commission on June 8, 2022 S-8 POS 1 d289918ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on June 8, 2022 Registration No. 333-232827 Registration No. 333-206272 Registration No. 333-180016 Registration No. 333-174568 Registration No. 333-125492 Registration No. 333-75308 Registration No. 333-70170 Registration No. 333-93379 Registration No. 333-77029 Registration No. 333-24909 Registration No. 333 |
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| June 8, 2022 |
Amended and Restated Certificate of Incorporation of Cerner Corporation Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CERNER CORPORATION ARTICLE I The name of this Corporation is Cerner Corporation. (the ?Corporation?). ARTICLE II The address of the Corporation?s registered office in the State of Delaware is 2711 Centerville Road, Suite 400, in the City of Wilmington, County of New Castle. The name of its registered agent at such address is Corporat |
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| June 8, 2022 |
As filed with the Securities and Exchange Commission on June 8, 2022 As filed with the Securities and Exchange Commission on June 8, 2022 Registration No. |
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| June 8, 2022 |
As filed with the Securities and Exchange Commission on June 8, 2022 As filed with the Securities and Exchange Commission on June 8, 2022 Registration No. |
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| June 8, 2022 |
As filed with the Securities and Exchange Commission on June 8, 2022 As filed with the Securities and Exchange Commission on June 8, 2022 Registration No. |
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| June 8, 2022 |
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): June 8, 2022 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| June 8, 2022 |
As filed with the Securities and Exchange Commission on June 8, 2022 As filed with the Securities and Exchange Commission on June 8, 2022 Registration No. |
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| June 8, 2022 |
As filed with the Securities and Exchange Commission on June 8, 2022 As filed with the Securities and Exchange Commission on June 8, 2022 Registration No. |
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| June 8, 2022 |
As filed with the Securities and Exchange Commission on June 8, 2022 As filed with the Securities and Exchange Commission on June 8, 2022 Registration No. |
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| June 8, 2022 |
As filed with the Securities and Exchange Commission on June 8, 2022 As filed with the Securities and Exchange Commission on June 8, 2022 Registration No. |
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| June 8, 2022 |
As filed with the Securities and Exchange Commission on June 8, 2022 As filed with the Securities and Exchange Commission on June 8, 2022 Registration No. |
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| June 8, 2022 |
As filed with the Securities and Exchange Commission on June 8, 2022 As filed with the Securities and Exchange Commission on June 8, 2022 Registration No. |
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| June 8, 2022 |
As filed with the Securities and Exchange Commission on June 8, 2022 As filed with the Securities and Exchange Commission on June 8, 2022 Registration No. |
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| June 8, 2022 |
As filed with the Securities and Exchange Commission on June 8, 2022 As filed with the Securities and Exchange Commission on June 8, 2022 Registration No. |
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| June 8, 2022 |
As filed with the Securities and Exchange Commission on June 8, 2022 S-8 POS 1 d289918ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on June 8, 2022 Registration No. 333-232827 Registration No. 333-206272 Registration No. 333-180016 Registration No. 333-174568 Registration No. 333-125492 Registration No. 333-75308 Registration No. 333-70170 Registration No. 333-93379 Registration No. 333-77029 Registration No. 333-24909 Registration No. 333 |
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| June 8, 2022 |
As filed with the Securities and Exchange Commission on June 8, 2022 As filed with the Securities and Exchange Commission on June 8, 2022 Registration No. |
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| June 8, 2022 |
As filed with the Securities and Exchange Commission on June 8, 2022 As filed with the Securities and Exchange Commission on June 8, 2022 Registration No. |
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| June 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 8) CERNER CORPORATION (Name of Subject Company (Issuer)) CEDAR ACQUISITION CORPORATION (Offeror) a subsidiary of OC ACQUISITION LLC (Parent of Offeror) a subsidiary of ORACLE CORPORATION (Parent of Offero |
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| June 7, 2022 |
Exhibit (a)(5)(Q) Press Release Oracle Completes Acquisition of Cerner AUSTIN, Texas ? June 7, 2022 ? Oracle Corporation (NYSE: ORCL) announced that a majority of the outstanding shares (the ?Shares?) of Cerner Corporation (Nasdaq: CERN) were validly tendered, and the other conditions to the tender offer have been satisfied or waived. |
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| June 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Amendment No. 9 Cerner Corporation (Name of Subject Company) Cerner Corporation (Name of Person(s) Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 156782104 |
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| June 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K 11-K 1 a2021401k11-k.htm 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K þ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2021 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-15386 A. Full |
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| June 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Amendment No. 8 Cerner Corporation (Name of Subject Company) Cerner Corporation (Name of Person(s) Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 156782104 |
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| June 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 7) CERNER CORPORATION (Name of Subject Company (Issuer)) CEDAR ACQUISITION CORPORATION (Offeror) a subsidiary of OC ACQUISITION LLC (Parent of Offeror) a subsidiary of ORACLE CORPORATION (Parent of Offero |
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| June 1, 2022 |
Press Release issued by Oracle Corporation on June 1, 2022. Exhibit (a)(5)(P) Oracle Purchase of Cerner Approved AUSTIN, Texas ? June 1, 2022 ? Today, Oracle Corporation (NYSE: ORCL) announced that all required antitrust approvals have been obtained for its proposed acquisition of Cerner, including European Commission clearance. |
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| May 31, 2022 |
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): May 26, 2022 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| May 31, 2022 |
Cerner Corporation 2011 Omnibus Equity Incentive Plan (As Amended and Restated May 26, 2022) Exhibit 10.1 CERNER CORPORATION 2011 OMNIBUS EQUITY INCENTIVE PLAN (As Amended and Restated May 26, 2022) The purpose of the Cerner Corporation 2011 Omnibus Equity Incentive Plan (the "Plan") is to encourage designated key associates, consultants and non-employee directors of Cerner Corporation (the "Company") and its subsidiaries to contribute materially to the growth of the Company by providing |
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| May 12, 2022 |
Exhibit (a)(5)(W) Equity FAQ 1. What will happen to my stock options, time-based restricted stock units (RSUs), and performance-based restricted stock units (PSUs) upon the closing of the acquisition of Cerner by Oracle? ? Before reading the below, please note that these responses refer to a particular milestone within the acquisition process called a ?change in control? or ?change of control,? wh |
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| May 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Amendment No. 7 Cerner Corporation (Name of Subject Company) Cerner Corporation (Name of Person(s) Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 156782104 |
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| May 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 2800 Rock Creek Parkway, North Kansas City, Missouri 64117 (Addres |
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| May 11, 2022 |
Conflict Minerals Report of Cerner Corporation for the calendar year ended December 31, 2021 EX-1.01 2 a2021conflictmineralsreport.htm EX-1.01 Exhibit 1.01 CERNER CORPORATION Conflict Minerals Report For the reporting period from January 1, 2021 to December 31, 2021 This Conflict Minerals Report (this "Report") of Cerner Corporation and its consolidated subsidiaries (the "Company," "us," "our," or "we") has been prepared pursuant to Rule 13p-1 (the "Rule") promulgated by the Securities an |
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| May 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Amendment No. 6 Cerner Corporation (Name of Subject Company) Cerner Corporation (Name of Person(s) Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 156782104 |
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| May 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 6) CERNER CORPORATION (Name of Subject Company (Issuer)) CEDAR ACQUISITION CORPORATION (Offeror) a subsidiary of OC ACQUISITION LLC (Parent of Offeror) a subsidiary of ORACLE CORPORATION (Parent of Offero |
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| May 10, 2022 |
Press Release issued by Oracle Corporation on May 10, 2022, announcing the extension of the Offer. Exhibit (a)(5)(O) For Immediate Release Expiration Date of Tender Offer for Cerner Corporation Shares Extended to June 6, 2022 AUSTIN, Texas, May 10, 2022 ? Oracle Corporation (NYSE: ORCL) (?Oracle?) announced today that it has extended its tender offer in connection with the acquisition of Cerner Corporation (Nasdaq: CERN) (?Cerner?) until June 6, 2022. |
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| May 3, 2022 |
Exhibit 10.3 CERNER CORPORATION 2011 OMNIBUS EQUITY INCENTIVE PLAN ? PERFORMANCE-BASED RSU AGREEMENT (Continued from the "Notice of Grant of Award") WHEREAS, the Compensation Committee of the Board of Directors or its duly appointed subcommittee or authorized delegatee (the "Committee") of Cerner Corporation ("the Company") has determined that Grantee ("Participant") is eligible to receive a Perfo |
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| May 3, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): May 3, 2022 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File Numbe |
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| May 3, 2022 |
Form Amendment to Executive Severance/Employment Agreement Exhibit 10.5 CERNER CORPORATION AMENDMENT TO EXECUTIVE [SEVERANCE][EMPLOYMENT] AGREEMENT March , 2022 Dear [Name]: This letter memorializes our conversations regarding, and serves as an amendment (the "Amendment") to, the Executive [Severance][Employment] Agreement, as amended, by and between you and Cerner Corporation (the "Company" and, the agreement, the "ESA"). For good and valuable considerat |
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| May 3, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-15386 CER |
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| May 3, 2022 |
CERNER REPORTS FIRST QUARTER 2022 RESULTS Margin Expansion Drives Strong Earnings Growth Exhibit 99.1 CERNER REPORTS FIRST QUARTER 2022 RESULTS Margin Expansion Drives Strong Earnings Growth KANSAS CITY, Mo. - May 3, 2022 - Cerner Corporation (Nasdaq: CERN) today announced results for the 2022 first quarter that ended March 31, 2022. "I am pleased with Cerner's solid results in the first quarter," said David Feinberg, M.D., president and CEO. "Our results reflect solid execution acros |
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| May 3, 2022 |
Cerner Corporation 2011 Omnibus Equity Incentive Plan – Time-Based Restricted Stock Unit Agreement Exhibit 10.2 CERNER CORPORATION 2011 OMNIBUS EQUITY INCENTIVE PLAN ? TIME-BASED RSU AGREEMENT (Continued from the Notice of Grant of Award and the RSU Award Agreement) WHEREAS, the Compensation Committee of the Board of Directors or its duly appointed subcommittee or authorized delegatee (the "Committee") of Cerner Corporation (the "Company") has determined that Grantee ("Participant") is eligible |
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| May 3, 2022 |
Form 2022 Executive Performance Agreement - Section 16 Officer Exhibit 10.4 Form 2022 Executive Performance Agreement - Section 16 Officer Pursuant to the Cerner Corporation 2018 Performance Compensation Plan, effective as of January 1, 2018 (the "Plan") Plan Metrics Your annual Target Bonus Level (TBL) is $?TotalTBL?. Your Performance Metric Payout will be based on attainment of the following Performance Metrics: Weighting Performance Metric 40% Adjusted Ope |
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| April 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| April 11, 2022 |
Press Release issued by Oracle Corporation on April 11, 2022, announcing the extension of the Offer Exhibit (a)(5)(N) For Immediate Release Expiration Date of Tender Offer for Cerner Corporation Shares Extended to May 11, 2022 AUSTIN, Texas, Apr. |
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| April 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Amendment No. 5 Cerner Corporation (Name of Subject Company) Cerner Corporation (Name of Person(s) Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 156782104 |
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| April 11, 2022 |
DEF 14A 1 defproxy2022.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission |
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| April 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| April 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 5) CERNER CORPORATION (Name of Subject Company (Issuer)) CEDAR ACQUISITION CORPORATION (Offeror) a subsidiary of OC ACQUISITION LLC (Parent of Offeror) a subsidiary of ORACLE CORPORATION (Parent of Offero |
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| March 25, 2022 |
PRE 14A 1 prelimproxy2022.htm PRE 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: ý Preliminary Proxy Statement ¨ Confidential, for Use of the Commissi |
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| March 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ? ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2021 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-15386 A. Full title of the plan and the addr |
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| March 15, 2022 |
Press Release issued by Oracle Corporation on March 15, 2022, announcing the extension of the Offer Exhibit (a)(5)(M) For Immediate Release Expiration Date of Tender Offer for Cerner Corporation Shares Extended to April 13, 2022 AUSTIN, Texas, Mar. |
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| March 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Amendment No. 4 Cerner Corporation (Name of Subject Company) Cerner Corporation (Name of Person(s) Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 156782104 |
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| March 15, 2022 |
CERNER CORPORATION 2011 OMNIBUS EQUITY INCENTIVE PLAN – PERFORMANCE-BASED RSU AGREEMENT Exhibit (e)(25) CERNER CORPORATION 2011 OMNIBUS EQUITY INCENTIVE PLAN ? PERFORMANCE-BASED RSU AGREEMENT (Continued from the ?Notice of Grant of Award?) WHEREAS, the Compensation Committee of the Board of Directors or its duly appointed subcommittee or authorized delegatee (the ?Committee?) of Cerner Corporation (?the Company?) has determined that Grantee (?Participant?) is eligible to receive a Pe |
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| March 15, 2022 |
CERNER CORPORATION 2011 OMNIBUS EQUITY INCENTIVE PLAN – TIME-BASED RSU AGREEMENT Exhibit (e)(24) CERNER CORPORATION 2011 OMNIBUS EQUITY INCENTIVE PLAN ? TIME-BASED RSU AGREEMENT (Continued from the Notice of Grant of Award and the RSU Award Agreement) WHEREAS, the Compensation Committee of the Board of Directors or its duly appointed subcommittee or authorized delegatee (the ?Committee?) of Cerner Corporation (the ?Company?) has determined that Grantee (?Participant?) is eligi |
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| March 15, 2022 |
CERNER ANNOUNCES QUARTERLY DIVIDEND Exhibit 99.1 CERNER ANNOUNCES QUARTERLY DIVIDEND KANSAS CITY, Mo. - Mar. 15, 2022 - Cerner Corporation (Nasdaq: CERN), a global healthcare technology company, today announced that its Board of Directors (the ?Board?) declared a cash dividend to stockholders of $0.27 per issued and outstanding share. The cash dividend will be payable April 19, 2022, to shareholders of record as of the close of busi |
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| March 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 4) CERNER CORPORATION (Name of Subject Company (Issuer)) CEDAR ACQUISITION CORPORATION (Offeror) a subsidiary of OC ACQUISITION LLC (Parent of Offeror) a subsidiary of ORACLE CORPORATION (Parent of Offero |
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| March 15, 2022 |
Financial Statements and Exhibits, Other Events 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 15, 2022 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| February 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Amendment No. 3 Cerner Corporation (Name of Subject Company) Cerner Corporation (Name of Person(s) Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 156782104 |
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| February 23, 2022 |
Exhibit (a)(5)(L) IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE OPERATING ENGINEERS ) CONSTRUCTION INDUSTRY ) AND MISCELLANEOUS PENSION ) C. |
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| February 23, 2022 |
SC TO-T/A 1 d212431dsctota.htm SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 3) CERNER CORPORATION (Name of Subject Company (Issuer)) CEDAR ACQUISITION CORPORATION (Offeror) a subsidiary of OC ACQUISITION LLC (Parent of Offeror) a subsidiar |
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| February 23, 2022 |
Exhibit (a)(5)(R) IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE OPERATING ENGINEERS ) CONSTRUCTION INDUSTRY ) AND MISCELLANEOUS PENSION ) C. |
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| February 23, 2022 |
Exhibit (a)(5)(K) For Immediate Release Oracle Announces Expiration of HSR Waiting Period to Acquire Cerner Corporation AUSTIN, Texas, Feb. |
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| February 22, 2022 |
January 11, 2021 Travis Dalton Cerner Corporation 2800 Rockcreek Parkway North Kansas City, MO 64117 Dear Travis: On behalf of Cerner Corporation, I am pleased to offer you the position of Executive Vice President and Chief Client and Services Officer. |
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| February 22, 2022 |
Exhibit 21 SUBSIDIARIES OF REGISTRANT Name State/Country of Incorporation 1. Cerner Belgium Belgium 2. Cerner Campus Redevelopment Corporation Missouri 3. Cerner Canada Limited LLC Delaware 4. Cerner Canada ULC Canada 5. Cerner Capital, Inc. Delaware 6. Cerner Chile Limitada Chile 7. Cerner Chouteau Data Center, Inc. Delaware 8. Cerner Corporation PTY Limited New South Wales (Australia) 9. Cerner |
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| February 22, 2022 |
Exhibit 99.1 Cerner Reports Fourth Quarter and Full Year 2021 Results Strong Fourth Quarter Earnings Growth 2021 GAAP Cash Flow from Operating Activities up 23% to an All-Time High of $1.8 Billion Record 2021 Free Cash Flow (Non-GAAP) of $1.2 Billion, up 37% KANSAS CITY, Mo. - February 22, 2022 - Cerner Corporation (Nasdaq: CERN) today announced results for the 2021 fourth quarter and full year th |
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| February 22, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): February 22, 2022 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File |
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| February 22, 2022 |
June 10, 2019 VIA EMAIL ([email protected]) Dear Tracy: On behalf of Cerner Corporation, I am pleased to offer you the position of Executive Vice President and Chief Human Resources Officer. In this position, you will report directly to Cerner?s Chief Executive Officer. The starting salary we are offering is $475,000 per year. You will also receive a one-time cash bonus of $250,000, contingent u |
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| February 22, 2022 |
Form Clawback re: Accelerated Vesting of Time-Based RSUs Letter Agreement Exhibit 10.52 [CERNER CORPORATION LETTERHEAD] December , 2021 Re: Clawback re: Accelerated Vesting of Time-Based RSUs Dear []: As you know, Cerner Corporation (the ?Company?) has decided to accelerate the vesting of [] shares subject to your time-based Restricted Stock Unit awards (the ?RSUs?), effective December [20 / 29], 2021 (the ?Acceleration Date?). You and the Company acknowledge and agree |
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| February 22, 2022 |
Table of Content UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-15386 CERNER CO |
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| February 22, 2022 |
1 Associate Stock Purchase Plan as Amended and Restated January 1, 2022 Exhibit 10.47 CERNER CORPORATION 2001 ASSOCIATE STOCK PURCHASE PLAN (AMENDED AND RESTATED JANUARY 1, 2022) SECTION 1. PURPOSE OF PLAN The Cerner Corporation 2001 Associate Stock Purchase Plan (the ?Plan?) is designed to encourage and assist associates of Cerner Corporation (?Cerner?) and Cerner's U.S. based subsidiaries (collectively with Cerner, the "Company"), to acquire an equity interest in Ce |
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| February 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 2) CERNER CORPORATION (Name of Subject Company (Issuer)) CEDAR ACQUISITION CORPORATION (Offeror) a subsidiary of OC ACQUISITION LLC (Parent of Offeror) a subsidiary of ORACLE CORPORATION (Parent of Offero |
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| February 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Amendment No. 2 Cerner Corporation (Name of Subject Company) Cerner Corporation (Name of Person(s) Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 156782104 |
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| February 11, 2022 |
Exhibit (a)(5)(J) For Immediate Release Expiration Date of Tender Offer for Cerner Corporation Shares Extended to March 16, 2022 AUSTIN, Texas, Feb. |
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| February 9, 2022 |
CERN / Cerner Corporation / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv0551-cernercorp.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 9)* Name of issuer: Cerner Corp. Title of Class of Securities: Common Stock CUSIP Number: 156782104 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pu |
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| February 4, 2022 |
Exhibit (a)(5)(I) Daniel Sadeh, Esq. HALPER SADEH LLP 667 Madison Avenue, 5th Floor New York, NY 10065 Telephone: (212) 763-0060 Facsimile: (646) 776-2600 Email: [email protected] Counsel for Plaintiff UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK CHRISTINA HANSEN, Plaintiff, v. CERNER CORPORATION, DAVID FEINBERG, WILLIAM D. ZOLLARS, GERALD E. BISBEE, JR., MITCHELL E. DANIELS, JR., |
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| February 4, 2022 |
Exhibit (a)(5)(G) Evan J. Smith BRODSKY & SMITH 240 Mineola Boulevard First Floor Mineola, NY 11501 Telephone: 516.741.4977 Facsimile: 516.741.0626 [email protected] Attorneys for Plaintiff UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK VERNA SCHULTE, Case No.: Plaintiff, Complaint For: vs. (1)??Violation of ? 14 (e) of the Securities Exchange Act of 1934 CERNER CORPORATION, WILL |
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| February 4, 2022 |
Exhibit 107 Calculation of Filing Fee Tables SC TO-T (Form Type) Oracle Corporation (Exact Name of Registrant as Specified in its Charter) Table 1 ? Transaction Value Transaction Valuation Fee rate Amount of Filing Fee** Fees to Be Paid 0. |
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| February 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 1) CERNER CORPORATION (Name of Subject Company (Issuer)) CEDAR ACQUISITION CORPORATION (Offeror) a subsidiary of OC ACQUISITION LLC (Parent of Offeror) a subsidiary of ORACLE CORPORATION (Parent of Offero |
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| February 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Amendment No. 1 Cerner Corporation (Name of Subject Company) Cerner Corporation (Name of Person(s) Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 156782104 |
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| February 4, 2022 |
Exhibit (a)(5)(F) UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK MARK GARRISON, ) ) Plaintiff, ) ) Case No. |
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| February 4, 2022 |
Exhibit (a)(5)(C) UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK - RYAN O?DELL, : : Plaintiff, : Case No. |
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| February 4, 2022 |
Exhibit (a)(5)(H) UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK LEROY BERRY, Plaintiff, Civil Action No. |
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| February 4, 2022 |
Exhibit (a)(5)(E) Daniel Sadeh, Esq. HALPER SADEH LLP 667 Madison Avenue, 5th Floor New York, NY 10065 Telephone: (212) 763-0060 Facsimile: (646) 776-2600 Email: [email protected] Counsel for Plaintiff UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK LEROY BERRY, JR., Case No: Plaintiff, v. JURY TRIAL DEMANDED CERNER CORPORATION, DAVID FEINBERG, WILLIAM D. ZOLLARS, GERALD E. BISBEE, J |
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| February 4, 2022 |
Exhibit (a)(5)(D) UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK MOHIT SAMANT, Plaintiff, Case No. |
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| January 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CERNER CORPORATION (Name of Subject Company (Issuer)) CEDAR ACQUISITION CORPORATION (Offeror) a subsidiary of OC ACQUISITION LLC (Parent of Offeror) a subsidiary of ORACLE CORPORATION (Parent of Offeror) (Names of Filin |
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| January 19, 2022 |
Exhibit (e)(22) December 20, 2021 Dear David: As you know, Cerner Corporation (the ?Company?) is considering entering into that certain Agreement and Plan of Merger, by and among the Company, OC Acquisition LLC, a Delaware limited liability company (?Parent?), Cedar Acquisition Corporation, a Delaware corporation and a wholly-owned subsidiary of Parent, and Oracle Corporation (the ?Merger Agreement?), which contemplates, among other things, the acquisition of the Company by Parent (the ?Transaction?). |
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| January 19, 2022 |
Amended Employment Agreement between Cerner Corporation and Tracy Platt Exhibit (e)(16) CERNER EXECUTIVE SEVERANCE AGREEMENT This Cerner Executive Severance Agreement (this ?Executive Severance Agreement?), effective as of July 15, 2019 (the ?Effective Date?), is a supplement to and amendment of the employment agreement dated July 15, 2019 between Tracy Platt (?you?/?your?) and Cerner Corporation, a Delaware corporation (?Cerner?). |
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| January 19, 2022 |
Exhibit (a)(1)(E) Offer to Purchase All Outstanding Shares of Common Stock of CERNER CORPORATION at $95. |
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| January 19, 2022 |
Amended Employment Agreement between Cerner Corporation and Travis Dalton Exhibit (e)(18) CERNER EXECUTIVE SEVERANCE AGREEMENT This Cerner Executive Severance Agreement (this ?Executive Severance Agreement?), effective as of December 14, 2017 (the ?Effective Date?), is a supplement to and amendment of the employment agreement dated July 14, 2003 between Travis S. |
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| January 19, 2022 |
Exhibit (a)(1)(B) LETTER OF TRANSMITTAL To Tender Shares of Common Stock of CERNER CORPORATION at $95. |
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| January 19, 2022 |
2800 Rock Creek Parkway Kansas City, MO 64117 816.201.1024 Tel 816.474.1742 Fax December 20, 2021 Dear David: As you know, Cerner Corporation (the ?Company?) is considering entering into that certain Agreement and Plan of Merger, by and among the Company, OC Acquisition LLC, a Delaware limited liability company (?Parent?), Cedar Acquisition Corporation, a Delaware corporation and a wholly-owned su |
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| January 19, 2022 |
Amended Employment Agreement between Cerner Corporation and Daniel P. Devers Exhibit (e)(17) CERNER EXECUTIVE SEVERANCE AGREEMENT This Cerner Executive Severance Agreement (this ?Executive Severance Agreement?), effective as of October 7, 2019 (the ?Effective Date?), is a supplement to and amendment of the employment agreement dated effective May 2, 2013 between Daniel P. |
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| January 19, 2022 |
Amended Employment Agreement between Cerner Corporation and Nasim Afsarmanesh Exhibit (e)(19) CERNER EXECUTIVE SEVERANCE AGREEMENT This Cerner Executive Severance Agreement (this ?Executive Severance Agreement?), effective as of January 3, 2022 (the ?Effective Date?), is a supplement to, and amendment of, the employment agreement dated January 3, 2022 between Nasim Afsarmanesh, M. |
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| January 19, 2022 |
Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.* Exhibit (a)(1)(D) Offer to Purchase All Outstanding Shares of Common Stock of CERNER CORPORATION at $95. |
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| January 19, 2022 |
Notice of Guaranteed Delivery.* Exhibit (a)(1)(C) NOTICE OF GUARANTEED DELIVERY To Tender Shares of Common Stock of CERNER CORPORATION at $95. |
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| January 19, 2022 |
Offer to Purchase, dated January 19, 2022.* Table of Contents Exhibit (a)(1)(A) Offer To Purchase All Outstanding Shares of Common Stock of CERNER CORPORATION at $95. |
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| January 19, 2022 |
SC 14D9 1 d289699dsc14d9.htm SC 14D9 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Cerner Corporation (Name of Subject Company) Cerner Corporation (Name of Person(s) Filing Statement) Common Stock, par value $0.01 per share (T |
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| January 19, 2022 |
CONFIDENTIAL DISCLOSURE AGREEMENT FOR STRATEGIC MATTERS Exhibit (e)(2) ORACLE? CONFIDENTIAL DISCLOSURE AGREEMENT FOR STRATEGIC MATTERS This Confidential Disclosure Agreement (?Agreement?) is entered into as of the effective date listed below (?Effective Date?) by Oracle Corporation (?Oracle?) located at 500 Oracle Parkway, Redwood City, California 94065 and the company designated below (?Company?). |
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| January 19, 2022 |
Summary Advertisement, dated January 19, 2022.* Exhibit (a)(1)(F) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below). |
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| January 19, 2022 |
AMENDMENT NO. 1 TO CONFIDENTIAL DISCLOSURE AGREEMENT FOR STRATEGIC MATTERS Exhibit (e)(3) ORACLE? AMENDMENT NO. 1 TO CONFIDENTIAL DISCLOSURE AGREEMENT FOR STRATEGIC MATTERS This Amendment No. 1 (?Amendment?) to the Confidential Disclosure Agreement For Strategic Matters (?Agreement?), dated as of October 15, 2021, by and between Oracle Corporation (?Oracle?) located at 500 Oracle Parkway, Redwood City, California 94065 and Cerner Corporation (?Company?), is entered into |
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| January 19, 2022 |
Exhibit (e)(4) CONFIDENTIAL December 4, 2021 Cerner Corporation 2800 Rockcreek Parkway Kansas City, MO 64117 Attn: William D. |
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| January 19, 2022 |
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): January 15, 2022 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File |
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| January 19, 2022 |
EX-10.2 3 waiveragreementtoamendedem.htm EX-10.2 2800 Rock Creek Parkway Kansas City, MO 64117 816.201.1024 Tel 816.474.1742 Fax January 14, 2022 Dear Jerome: As you know, Cerner Corporation (the “Company”) has entered into that certain Agreement and Plan of Merger, by and among the Company, OC Acquisition LLC, a Delaware limited liability company (“Parent”), Cedar Acquisition Corporation, a Delaw |
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| January 19, 2022 |
Exhibit (e)(23) January 14, 2022 Dear Jerome: As you know, Cerner Corporation (the ?Company?) has entered into that certain Agreement and Plan of Merger, by and among the Company, OC Acquisition LLC, a Delaware limited liability company (?Parent?), Cedar Acquisition Corporation, a Delaware corporation and a wholly-owned subsidiary of Parent, and Oracle Corporation (the ?Merger Agreement?), which contemplates, among other things, the acquisition of the Company by Parent (the ?Transaction?). |
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| January 4, 2022 |
Exhibit 10.1 EXECUTION COPY Deal CUSIP 15678FAB1 Facility CUSIP 15678FAC9 CERNER CORPORATION - FOURTH AMENDED AND RESTATED CREDIT AGREEMENT Dated as of December 30, 2021 - U.S. BANK NATIONAL ASSOCIATION, as Administrative Agent, Joint Lead Arranger, and Joint Bookrunner BANK OF AMERICA, N.A. and PNC CAPITAL MARKETS LLC, as Joint Lead Arrangers, Joint Bookrunners and Documentation Agents TABLE OF C |
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| January 4, 2022 |
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): December 30, 2021 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File |
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| December 27, 2021 |
Exhibit 99.1: Frequently Asked Questions – Equity Awards Exhibit 99.1 Total Rewards FAQs December 23, 2021 1. What will happen to my stock options, restricted stock units (RSU), and performance-based restricted stock units (PSU)? ALL vested RSU and PSUs will be converted into the right to receive $95 per share, plus any accrued dividend equivalents, and less any applicable tax withholding. ALL vested stock options will be converted into the right to rec |
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| December 27, 2021 |
SC14D9C 1 d239813dsc14d9c.htm SC14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Cerner Corporation (Name of Subject Company) Cerner Corporation (Name of Person(s) Filing Statement) Common Stock, par value $0.01 per share (Title of Class of |
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| December 22, 2021 |
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): December 20, 2021 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File |
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| December 22, 2021 |
SC14D9C 1 d267216dsc14d9c.htm SC14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Cerner Corporation (Name of Subject Company) Cerner Corporation (Name of Person(s) Filing Statement) Common Stock, par value $0.01 per share (Title of Class of |
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| December 22, 2021 |
EX-2.1 2 d275349dex21.htm EX-2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER dated as of December 20, 2021 among CERNER CORPORATION, OC ACQUISITION LLC, CEDAR ACQUISITION CORPORATION and ORACLE CORPORATION CONFIDENTIAL TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 1 Section 1.01. Definitions 1 Section 1.02. Other Definitional and Interpretative Provisions 14 ARTICLE 2 THE OFFER 14 Se |
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| December 22, 2021 |
Exhibit 99.1 Joint Press Release Oracle Buys Cerner AUSTIN, Texas and KANSAS CITY, MO ? December 20, 2021 ? Oracle Corporation (NYSE: ORCL) and Cerner Corporation today jointly announced an agreement for Oracle to acquire Cerner through an all-cash tender offer for $95.00 per share, or approximately $28.3 billion in equity value. Cerner is a leading provider of digital information systems used wit |
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| December 21, 2021 |
Table of Contents 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): December 20, 2021 Oracle Corporation (Exact name of registrant as specified in its charter) Delaware 001-35992 54-2185193 (State or other jurisdiction of incorporati |
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| December 21, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 Cerner Corporation (Name of Subject Company (Issuer)) Cedar Acquisition Corporation a wholly owned subsidiary of OC Acquisition LLC a wholly owned subsidiary of Oracle Corporation (Names of Filing Persons (Offerors)) Co |
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| December 21, 2021 |
Exhibit 99.1 Social Media Content Twitter Facebook LinkedIn Additional Information about the Acquisition and Where to Find It In connection with the proposed acquisition, Oracle Corporation (?Oracle?) will commence a tender offer for the outstanding shares of common stock of Cerner Corporation (?Cerner?). The tender offer has not yet commenced. This document is for informational purposes only and |
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| December 20, 2021 |
Exhibit 99.4: Memorandum to Partners and Suppliers Exhibit 99.4 Memorandum to Partners and Suppliers Dear [Partner/Supplier], This morning, we announced that we reached an agreement for Oracle to acquire Cerner. With Cerner?s expertise and mission to build tools to help caregivers and improve the health of patients, and Oracle?s world-class technology, infrastructure and resources ? together, we believe we can more quickly realize the promise of t |
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| December 20, 2021 |
Exhibit 99.7: Social Media Content EX-99.7 8 d277396dex997.htm EX-99.7 Exhibit 99.7 Social Media Content LinkedIn (https://www.linkedin.com/company/cerner-corporation/) We are excited to announce that we have entered into an agreement to be acquired by Oracle and accelerate our work modernizing electronic health records, improving the caregiver experience, and enabling more connected, high-quality and efficient patient care. Togeth |
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| December 20, 2021 |
Exhibit 99.6: Chairman Media Quote EX-99.6 7 d277396dex996.htm EX-99.6 Exhibit 99.6 Chairman Media Quote “As part of Oracle, Cerner expects to have a greater opportunity to grow and strengthen Kansas City as a true center of excellence for healthcare” said William Zollars, Chairman of Cerner’s Board of Directors. “This combination aligns a leading tech company with a leading healthcare company, enabling us to answer a higher callin |
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| December 20, 2021 |
Exhibit 99.8: Joint Press Release, dated December 20, 2021 EX-99.8 9 d277396dex998.htm EX-99.8 Exhibit 99.8 Joint Press Release Oracle Buys Cerner AUSTIN, Texas and KANSAS CITY, MO — December 20, 2021 — Oracle Corporation (NYSE: ORCL) and Cerner Corporation today jointly announced an agreement for Oracle to acquire Cerner through an all-cash tender offer for $95.00 per share, or approximately $28.3 billion in equity value. Cerner is a leading provider of |
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| December 20, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Cerner Corporation (Name of Subject Company) Cerner Corporation (Name of Person(s) Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 156782104 (CUSIP Number of |
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| December 20, 2021 |
SC TO-C 1 d276733dsctoc.htm SC TO-C 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): December 20, 2021 Oracle Corporation (Exact name of registrant as specified in its charter) Delaware 001-35992 54-2185193 (State or other jurisdict |
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| December 20, 2021 |
Exhibit 99.3: Memorandum to Clients EX-99.3 4 d277396dex993.htm EX-99.3 Exhibit 99.3 Memorandum to Clients [Client], This morning, we announced that we reached an agreement for Oracle to acquire Cerner. With Cerner’s expertise and mission to build tools to help caregivers and improve the health of patients, and Oracle’s world-class technology, infrastructure and resources – together, we believe we can more quickly realize the promis |
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| December 20, 2021 |
Exhibit 99.2: Frequently Asked Questions – Associates EX-99.2 3 d277396dex992.htm EX-99.2 Exhibit 99.2 Cerner Associate FAQ Oracle Corporation (NYSE: ORCL) and Cerner Corporation (Nasdaq: CERN) today jointly announced an agreement for Oracle to acquire Cerner through an all-cash tender offer for $95.00 per share, or approximately $28.3 billion in equity value. Cerner is a leading provider of digital information systems used within hospitals and healt |
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| December 20, 2021 |
Exhibit 99.1: Memorandum to Associates Exhibit 99.1 Memorandum to Associates From: David Feinberg To: DGAllCernerAssociates Subject: Exciting news Associates, Today is an exciting day for Cerner. This morning, we announced that we reached an agreement for Oracle to acquire Cerner. We have been sitting down with Oracle leaders over the past few weeks to talk about coming together. With our expertise and mission to build tools to help ca |
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| December 20, 2021 |
Exhibit 99.5: Frequently Asked Questions – Clients, Partners and Other Exhibit 99.5 Frequently Asked Questions ? Clients, Partners and Other Headline ? Oracle to Buy Cerner On Date December 20, 2021, Oracle and Cerner jointly announced that they have entered into a definitive agreement for Oracle to acquire Cerner, a leading provider of digital information systems used within hospitals and health systems to enable medical professionals to deliver better healthcare to |
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| December 10, 2021 |
Exhibit 99.1 CERNER ANNOUNCES INCREASED QUARTERLY DIVIDEND Dividend of $0.27 per issued and outstanding share reflects 23% increase KANSAS CITY, Mo. - Dec. 10, 2021 - Cerner Corporation (Nasdaq: CERN), a global healthcare technology company, today announced that its board of directors declared a cash dividend to stockholders of $0.27 per issued and outstanding share, up 23 percent from the prior q |
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| December 10, 2021 |
Financial Statements and Exhibits, Other Events 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): December 10, 2021 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File |
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| October 29, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-15386 |
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| October 29, 2021 |
Time Sharing Agreement between Cerner Corporation and David T. Feinberg Exhibit 10.2 CERNER CORPORATION AIRCRAFT TIME SHARING AGREEMENT This Aircraft Time Sharing Agreement (the Agreement), is made and entered into this 1st day of October, 2021, by and between Cerner Corporation, with a principal address of 2800 Rock Creek Parkway, North Kansas City, Missouri 64117 (Operator), and David Feinberg, M.D. (User). WITNESSETH, that WHEREAS, Operator operates the aircraft mo |
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| October 29, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): October 29, 2021 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File |
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| October 29, 2021 |
Executive Employment Agreement between Cerner Corporation and David T. Feinberg Exhibit 10.1 CERNER EXECUTIVE EMPLOYMENT AGREEMENT This Cerner Executive Employment Agreement (this ?Agreement?), executed as of August 16, 2021, describes the formal employment relationship between David T. Feinberg, M.D. (?you?/?your?) and Cerner Corporation, a Delaware corporation (?Cerner?). AGREEMENT In consideration of the mutual covenants, promises, and obligations set forth herein, the par |
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| October 29, 2021 |
Exhibit 99.1 Cerner Reports Third Quarter 2021 Results Delivers Strong Results Across Key Metrics GAAP Operating Margin and Diluted EPS Lower; Adjusted Operating Margin and Adjusted Diluted EPS Both up Sharply vs. Year-Ago Quarter Full-Year Guidance Increased KANSAS CITY, Mo. - October 29, 2021 - Cerner Corporation (Nasdaq: CERN) today announced results for the 2021 third quarter that ended Septem |
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| October 29, 2021 |
Separation Agreement between Cerner Corporation and Donald Trigg Exhibit 10.3 SEPARATION AGREEMENT This Separation Agreement (?Separation Agreement?), is made by and between Cerner Corporation (together with its subsidiaries and affiliates, ?Cerner?) and Donald D. Trigg (?you? or ?your? and, together with Cerner, the ?parties?). RECITALS WHEREAS, you are currently, and have been since February 18, 2020, the President of Cerner and have been employed by Cerner s |
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| September 10, 2021 |
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): September 10, 2021 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| September 10, 2021 |
CERNER ANNOUNCES QUARTERLY DIVIDEND Exhibit 99.1 CERNER ANNOUNCES QUARTERLY DIVIDEND KANSAS CITY, Mo. - Sept. 10, 2021 - Cerner Corporation (Nasdaq: CERN), a global health care technology company, today announced that its Board of Directors declared a cash dividend to stockholders of $0.22 per issued and outstanding share. The cash dividend will be payable on October 12, 2021, to shareholders of record as of the close of business on |
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| August 19, 2021 |
Exhibit 99.1 CERNER ANNOUNCES APPOINTMENT OF DAVID FEINBERG, M.D. AS PRESIDENT AND CHIEF EXECUTIVE OFFICER Highly Accomplished Visionary with Proven Track Record of Leading Healthcare Businesses Cerner Board Separates Chairman and CEO Roles and Names William Zollars Chairman of Board of Directors KANSAS CITY, Mo. - August 19, 2021 - Cerner Corporation (Nasdaq: CERN) today announced that its Board |
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| August 19, 2021 |
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): August 19, 2021 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| July 30, 2021 |
Exhibit 99.1 Cerner Reports Second Quarter 2021 Results Delivers Strong Results Across All Key Metrics GAAP Operating Margin and Diluted EPS Lower Due to Restructuring Charges Strong Adjusted Operating Margin Expansion and Adjusted Diluted EPS Growth vs. Year Ago Quarter KANSAS CITY, Mo. - July 30, 2021 - Cerner Corporation (Nasdaq: CERN) today announced results for the 2021 second quarter that en |
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| July 30, 2021 |
Letter Agreement and Transition Agreement with Brent Shafer April 30, 2021 D. Brent Shafer Chairman of the Board and Chief Executive Officer 2800 Rock Creek Parkway North Kansas City, Missouri 64117 Re: Transition to Senior Advisor and Departure from Cerner Corporation (?Cerner?) Dear Brent: In connection with Cerner?s ongoing Chief Executive Officer (?CEO?) succession planning process, it is acknowledged that you may consider retiring in the next few year |
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| July 30, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): July 30, 2021 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| July 30, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-15386 CERN |
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| June 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ? ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2020 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-15386 A. Full title of the plan and the addr |
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| May 27, 2021 |
Conflict Minerals Report of Cerner Corporation for the calendar year ended December 31, 20 Exhibit 1.01 CERNER CORPORATION Conflict Minerals Report For the reporting period from January 1, 2020 to December 31, 2020 This Conflict Minerals Report (this "Report") of Cerner Corporation and its consolidated subsidiaries (the "Company," "us," "our," or "we") has been prepared pursuant to Rule 13p-1 (the "Rule") promulgated by the Securities and Exchange Commission ("SEC") under the Securities |
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| May 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 2800 Rock Creek Parkway, North Kansas City, Missouri 64117 (Addres |
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| May 24, 2021 |
Submission of Matters to a Vote of Security Holders 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): May 19, 2021 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| May 19, 2021 |
CERNER ANNOUNCES QUARTERLY DIVIDEND Exhibit 99.1 CERNER ANNOUNCES QUARTERLY DIVIDEND KANSAS CITY, Mo. - May 19, 2021 - Cerner Corporation (Nasdaq: CERN), a global health care technology company, today announced that its Board of Directors declared a cash dividend to stockholders of $0.22 per issued and outstanding share. The cash dividend will be payable on July 13, 2021, to shareholders of record as of the close of business on June |
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| May 19, 2021 |
Financial Statements and Exhibits, Other Events 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): May 19, 2021 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| May 7, 2021 |
DEFA14A 1 supplementtoproxystatement.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of t |
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| May 5, 2021 |
Form 2021 Executive Performance Agreement - Section 16 Officer Exhibit 10.1 Form 2021 Executive Performance Agreement - Section 16 Officer Pursuant to the Cerner Corporation 2018 Performance Compensation Plan, effective as of January 1, 2018 (the ?Plan?) Plan Metrics Your annual Target Bonus Level (TBL) is $?TotalTBL?. Your Performance Metric Payout will be based on attainment of the following Performance Metrics: Weighting Performance Metric 40% Adjusted Ear |
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| May 5, 2021 |
Amended Employment Agreement between Cerner Corporation and Mark Erceg Exhibit 10.3 CERNER EXECUTIVE SEVERANCE AGREEMENT This Cerner Executive Severance Agreement (this ?Executive Severance Agreement?), effective as of February 22, 2021 (the ?Effective Date?), is a supplement to and amendment of the employment agreement dated February 22, 2021 between Mark Erceg (?you?/?your?) and Cerner Corporation, a Delaware corporation (?Cerner?). RECITALS A.You will become the E |
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| May 5, 2021 |
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 30, 2021 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| May 5, 2021 |
Exhibit 10.2 January 15, 2021 Mark J. Erceg VIA Email Dear Mark: On behalf of Cerner Corporation, I am pleased to offer you the position of Executive Vice President and Chief Financial Officer. In this position, you will report directly to Cerner?s Chief Executive Officer. The starting salary we are offering is $700,000 per year. Your position at Cerner is a professional, exempt position that requ |
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| May 5, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-15386 CER |
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| May 5, 2021 |
Exhibit 99.1 Cerner Reports First Quarter 2021 Results, Updates Guidance, Expands Capital Return Program and Commences CEO Succession Increased 2021 Earnings Outlook on Strong Margin Expansion Board Authorizes New $3.75 Billion Share Repurchase Program Brent Shafer and Board Agree to Begin Search for Company's Next CEO Shafer Expected to Continue to Serve Until Successor Appointed KANSAS CITY, Mo. |
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| April 2, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| April 2, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| March 26, 2021 |
CERNER ANNOUNCES QUARTERLY DIVIDEND Exhibit 99.1 CERNER ANNOUNCES QUARTERLY DIVIDEND KANSAS CITY, Mo. - March 26, 2021 - Cerner Corporation (Nasdaq: CERN), a global health care technology company, today announced that its Board of Directors declared a cash dividend to stockholders of $0.22 per issued and outstanding share. The cash dividend will be payable on April 20, 2021, to shareholders of record as of the close of business on A |
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| March 26, 2021 |
Financial Statements and Exhibits, Other Events 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 26, 2021 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| March 25, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ? ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2020 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-15386 A. Full title of the plan and the addr |
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| March 24, 2021 |
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 24, 2021 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| February 19, 2021 |
Cerner Corporation 2011 Omnibus Equity Incentive Plan - Time Based Restricted Stock Unit Agreement Exhibit 10.32 CERNER CORPORATION 2011 OMNIBUS EQUITY INCENTIVE PLAN ? TIME-BASED RSU AGREEMENT (Continued from the Notice of Grant of Award and RSU Award Agreement) WHEREAS, the Compensation Committee of the Board of Directors or its duly appointed subcommittee or authorized delegatee (the ?Committee?) of Cerner Corporation (the ?Company?) has determined that Grantee (?Participant?) is eligible to |
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| February 19, 2021 |
Letter Agreement between Cerner and John Peterzalek Regarding Departure Exhibit 10.11 January 14, 2021 John T. Peterzalek Executive Vice President and Chief Client & Services Officer 2800 Rockcreek Parkway North Kansas City, Missouri 64117 Re: Your Departure from Cerner Dear John: This letter agreement outlines the terms of the agreement between you and Cerner Corporation (?Cerner?) regarding your departure from Cerner to be effective as of close of business on Februa |
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| February 19, 2021 |
Form Amendment to Executive Severance Agreement Exhibit 10.38 2800 Rockcreek Parkway Kansas City, MO 64117 816.201.1024 Tel 816.474.1742 Fax [] Cerner Corporation 2800 Rockcreek Parkway North Kansas City, MO 64117 Re: Amendment to your Executive Severance Agreement regarding treatment of future equity awards upon a Change in Control Dear [], You and Cerner entered into that certain Cerner Executive Severance Agreement dated effective as of [] ( |
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| February 19, 2021 |
d Marc G. Naughton Regarding Departure Exhibit 10.8 October 28, 2020 Marc G. Naughton Executive Vice President and Chief Financial Officer 2800 Rockcreek Parkway North Kansas City, Missouri 64117 Re: Your Departure from Cerner Dear Marc: This letter agreement outlines the terms of the agreement between you and Cerner Corporation (?Cerner?) regarding your departure from Cerner to be effective on March 31, 2021. ?Transition and Timetable |
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| February 19, 2021 |
Amended Employment Agreement between Cerner Corporation and Jerome Labat Exhibit 10.7 CERNER EXECUTIVE SEVERANCE AGREEMENT This Cerner Executive Severance Agreement (this ?Executive Severance Agreement?), effective as of June 1, 2020 (the ?Effective Date?), is a supplement to and amendment of the employment agreement dated June 1, 2020 between Jerome Labat (?you?/?your?) and Cerner Corporation, a Delaware corporation (?Cerner?). RECITALS A.You are the Executive Vice Pr |
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| February 19, 2021 |
Exhibit 10.33 CERNER CORPORATION 2011 OMNIBUS EQUITY INCENTIVE PLAN ? PERFORMANCE-BASED RSU AGREEMENT (Continued from the "Notice of Grant of Award") WHEREAS, the Compensation Committee of the Board of Directors or its duly appointed subcommittee or authorized delegatee (the ?Committee?) of Cerner Corporation (?the Company?) has determined that Grantee (?Participant?) is eligible to receive a Perf |
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| February 19, 2021 |
Description of Company Securities Exhibit 4.2 DESCRIPTION OF CAPITAL STOCK The following is a brief description of the capital stock of Cerner Corporation, a Delaware corporation (the ?Company,? ?we,? ?us,? or ?our?). The brief description is based on our Third Restated Certificate of Incorporation, as amended (our ?charter?), amended and restated bylaws (our ?bylaws?), and provisions of applicable law. The following description d |
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| February 19, 2021 |
Exhibit 10.6 May 16, 2020 Jerome Labat VIA Email: [email protected] Dear Jerome: On behalf of Cerner Corporation, I am pleased to offer you the position of Executive Vice President and Chief Technology Officer. In this position, you will report directly to Cerner?s Chief Executive Officer. The starting salary we are offering is $600,000 per year. Your position at Cerner is a professional, |
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| February 19, 2021 |
Exhibit 21 SUBSIDIARIES OF REGISTRANT Name State/Country of Incorporation 1. AbleVets LLC Virginia 2. Cerner Belgium Belgium 3. Cerner Campus Redevelopment Corporation Missouri 4. Cerner Canada Limited LLC Delaware 5. Cerner Canada ULC Canada 6. Cerner Capital, Inc. Delaware 7. Cerner Chile Limitada Chile 8. Cerner Chouteau Data Center, Inc. Delaware 9. Cerner Corporation PTY Limited New South Wal |
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| February 19, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2020 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-15386 CERNER C |
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| February 10, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): February 10, 2021 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File |
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| February 10, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 8)* Name of issuer: Cerner Corp. Title of Class of Securities: Common Stock CUSIP Number: 156782104 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 1 |
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| February 10, 2021 |
Exhibit 99.1 CERNER REPORTS FOURTH QUARTER AND FULL-YEAR 2020 RESULTS Strong Finish to Year with All Key Metrics Within Company Guidance Ranges Results Reflect Solid Execution During Pandemic Continued Margin Expansion; Strong Cash Flow; Solid Growth Outlook KANSAS CITY, Mo. - February 10, 2021 - Cerner Corporation (Nasdaq: CERN) today announced results for the 2020 fourth quarter and full year th |
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| January 21, 2021 |
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): January 21, 2021 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File |
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| January 21, 2021 |
Exhibit 99.1 CERNER NAMES NEW CHIEF FINANCIAL OFFICER MARK ERCEG BRINGS MULTI-DIMENSIONAL EXPERIENCE TO HEALTH CARE TECHNOLOGY LEADER KANSAS CITY, Mo. - Jan. 21, 2021 - Cerner Corporation (NASDAQ: CERN), a global health care technology company, announced today that Mark Erceg will join the company as Executive Vice President and Chief Financial Officer (CFO), effective February 22, 2021. Erceg wil |
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| January 15, 2021 |
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): January 14, 2021 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File |
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| December 16, 2020 |
Exhibit 99.1 CERNER ANNOUNCES AGREEMENT TO ACQUIRE HEALTH DIVISION OF KANTAR Combination to create leading data insights and clinical research platform Industry leading expertise and de-identified real-world data to advance clinical research development KANSAS CITY, Mo. - Dec. 16, 2020 - Cerner Corporation (NASDAQ: CERN) a global health care technology company, today announced an agreement to acqu |
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| December 16, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits - 8-K 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): December 16, 2020 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File |
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| December 11, 2020 |
EX-99.1 2 a991pressreleasedatedd.htm EX-99.1 Exhibit 99.1 CERNER ANNOUNCES INCREASED QUARTERLY DIVIDEND COMPANY TO AWARD $0.22 PER ISSUED AND OUTSTANDING SHARE TO STOCKHOLDERS; AN INCREASE OF 22% KANSAS CITY, Mo. - Dec. 11, 2020 - Cerner Corporation (Nasdaq: CERN), a global health care technology company, today announced that its Board of Directors declared a cash dividend to stockholders of $0.22 |
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| December 11, 2020 |
Financial Statements and Exhibits, Other Events - 8-K 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): December 11, 2020 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File |
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| November 18, 2020 |
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): November 16, 2020 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File |
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| November 18, 2020 |
Exhibit 99.1 CERNER ANNOUNCES APPOINTMENT OF MAJOR GENERAL ELDER GRANGER, M.D., UNITED STATES ARMY (RETIRED) TO ITS BOARD OF DIRECTORS CERNER EXPANDS BOARD TO 11 DIRECTORS KANSAS CITY, Mo. - November 18, 2020 - Cerner Corporation (NASDAQ: CERN) announced today that Major General Elder Granger, M.D., U.S. Army (retired) has been appointed to the company's Board of Directors, effective Nov. 16, 2020 |
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| October 29, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-15386 |
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| October 29, 2020 |
Cerner Corporation 2011 Omnibus Equity Incentive Plan - Time Based Restricted Stock Unit Agreement Exhibit 10.3 CERNER CORPORATION 2011 OMNIBUS EQUITY INCENTIVE PLAN – TIME-BASED RSU AGREEMENT (Continued from the Notice of Grant of Award and the RSU Award Agreement) WHEREAS, the Compensation Committee of the Board of Directors or its duly appointed subcommittee or authorized delegatee (the “Committee”) of Cerner Corporation (the “Company”) has determined that Grantee (“Participant”) is eligible |
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| October 29, 2020 |
Exhibit 10.2 CERNER CORPORATION 2011 OMNIBUS EQUITY INCENTIVE PLAN – PERFORMANCE-BASED RSU AGREEMENT (Continued from the "Notice of Grant of Award") WHEREAS, the Compensation Committee of the Board of Directors or its duly appointed subcommittee or authorized delegatee (the “Committee”) of Cerner Corporation (“the Company”) has determined that Grantee (“Participant”) is eligible to receive a Perfo |
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| October 28, 2020 |
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): October 28, 2020 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File |
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| October 28, 2020 |
Exhibit 99.1 CERNER REPORTS THIRD QUARTER 2020 RESULTS IN LINE WITH COMPANY EXPECTATIONS CFO Marc Naughton will Depart in 2021 KANSAS CITY, Mo. - October 28, 2020 - Cerner Corporation (Nasdaq: CERN) today announced results for the 2020 third quarter that ended September 30, 2020. The company also announced today that Marc Naughton, Executive Vice President and Chief Financial Officer (CFO), will b |
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| October 9, 2020 |
EXECUTION VERSION Exhibit 10.1 October 8, 2020 Cerner Corporation 2800 Rockcreek Parkway North Kansas City, Missouri 64117 Re: First Amendment to Master Note Agreement Ladies and Gentlemen: Reference is made to the Master Note Agreement dated as of November 11, 2019 (the “Agreement”), among CERNER CORPORATION, a Delaware corporation (the “Company”), on one hand, and PGIM, Inc. (“Prudential”), MetL |
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| October 9, 2020 |
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): October 8, 2020 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| September 10, 2020 |
Exhibit 99.1 CERNER ANNOUNCES QUARTERLY DIVIDEND COMPANY TO AWARD $0.18 PER ISSUED AND OUTSTANDING SHARE TO STOCKHOLDERS KANSAS CITY, Mo. - September 10, 2020 - Cerner Corporation (Nasdaq: CERN), a global health care technology company, today announced that its Board of Directors declared a cash dividend to stockholders of $0.18 per issued and outstanding share. The cash dividend will be payable o |
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| September 10, 2020 |
Financial Statements and Exhibits, Other Events - 8-K 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): September 10, 2020 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| July 30, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-15386 CERN |
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| July 29, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): July 29, 2020 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| July 29, 2020 |
Cerner Reports Second Quarter 2020 Results Delivers Solid Results Amidst Pandemic Exhibit 99.1 Cerner Reports Second Quarter 2020 Results Delivers Solid Results Amidst Pandemic KANSAS CITY, Mo. - July 29, 2020 - Cerner Corporation (Nasdaq: CERN) today announced results for the 2020 second quarter that ended June 30, 2020. On a U.S. Generally Accepted Accounting Principles (GAAP) basis, second quarter 2020 net earnings were $135 million and diluted earnings per share were $0.44. |
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| June 17, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K þ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2019 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-15386 A. Full title of the plan and the addr |
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| May 28, 2020 |
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): May 22, 2020 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| May 28, 2020 |
Amended & Restated Bylaws of Cerner Corporation, effective as of May 2 Exhibit 3.2 AMENDED & RESTATED BYLAWS OF CERNER CORPORATION (effective May 27, 2020) Offices 1.Registered Office and Registered Agent. The location of the registered office and the name of the registered agent of Cerner Corporation (the “corporation”) in the State of Delaware shall be as stated in the certificate of incorporation or as determined from time to time by the board of directors and on |
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| May 28, 2020 |
Certificate of Amendment to the Third Restated Certificate of Incorporation of Cerner Corporation Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE THIRD RESTATED CERTIFICATE OF INCORPORATION OF CERNER CORPORATION Cerner Corporation, a corporation existing under the laws of the State of Delaware (the "Corporation"), for the purpose of amending its Third Restated Certificate of Incorporation of the Corporation, in accordance with Section 242 of the General Corporation Law of the State of Delaware (th |
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| May 28, 2020 |
Exhibit 3.3 AMENDED & RESTATED BYLAWS OF CERNER CORPORATION (effective March 20May 27, 2020) Offices 1.Registered Office and Registered Agent. The location of the registered office and the name of the registered agent of Cerner Corporation (the “corporation”) in the State of Delaware shall be as stated in the certificate of incorporation or as determined from time to time by the board of directors |
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| May 27, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 2800 Rockcreek Parkway, North Kansas City, Missouri 64117 (Address |
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| May 27, 2020 |
Conflict Minerals Report of Cerner Corporation for the calendar year ended December 31, 2019 Exhibit 1.01 CERNER CORPORATION Conflict Minerals Report For the reporting period from January 1, 2019 to December 31, 2019 This Conflict Minerals Report (this "Report") of Cerner Corporation and its consolidated subsidiaries (the "Company," "us," "our," or "we") has been prepared pursuant to Rule 13p-1 (the "Rule") promulgated by the Securities and Exchange Commission ("SEC") under the Securities |
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| May 22, 2020 |
Financial Statements and Exhibits, Other Events 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): May 22, 2020 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| May 22, 2020 |
Exhibit 99.1 CERNER ANNOUNCES QUARTERLY DIVIDEND COMPANY TO AWARD $0.18 PER ISSUED AND OUTSTANDING SHARE TO STOCKHOLDERS KANSAS CITY, Mo. - May 22, 2020 - Cerner Corporation (Nasdaq: CERN), a global health care technology company, today announced that its Board of Directors declared a cash dividend to stockholders of $0.18 per issued and outstanding share. The cash dividend will be payable on July |
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| April 29, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-15386 CER |
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| April 29, 2020 |
Form 2020 Executive Performance Agreement - Section 16 Officer Exhibit 10.1 Form 2020 Executive Performance Agreement - Section 16 Officer Pursuant to the Cerner Corporation 2018 Performance Compensation Plan, effective as of January 1, 2018 (the “Plan”) Plan Metrics Your annual Target Bonus Level (TBL) is $«TotalTBL». Your Performance Metric Payout will be based on attainment of the following Performance Metrics: Weighting Performance Metric PF Applies Scope |
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| April 28, 2020 |
Exhibit 99.1 Cerner Reports First Quarter 2020 Results Solid First Quarter Results Despite Initial Impact from COVID-19 Pandemic KANSAS CITY, Mo. - April 28, 2020 - Cerner Corporation (Nasdaq: CERN) today announced results for the 2020 first quarter that ended March 31, 2020. Bookings in the first quarter of 2020 were $1.09 billion, at the low end of the Company's expectations as the outbreak of t |
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| April 28, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 28, 2020 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| April 7, 2020 |
CERN / Cerner Corp. DEFA14A - - DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| April 7, 2020 |
CERN / Cerner Corp. DEF 14A - - DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| March 25, 2020 |
CERN / Cerner Corp. 11-K - - 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K þ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2019 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-15386 A. Full title of the plan and the addr |
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| March 25, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 19, 2020 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) |
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| March 25, 2020 |
CERN / Cerner Corp. PRE 14A - - PRE 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: ý Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| March 23, 2020 |
Exhibit 3.2 AMENDED & RESTATED BYLAWS OF CERNER CORPORATION (effective March 2, 201820, 2020) Offices 1.Registered Office and Registered Agent. The location of the registered office and the name of the registered agent of Cerner Corporation (the “corporation”) in the State of Delaware shall be as stated in the certificate of incorporation or as determined from time to time by the board of director |
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| March 23, 2020 |
Amended & Restated Bylaws effective as of March 20, 2020 Exhibit 3.1 AMENDED & RESTATED BYLAWS OF CERNER CORPORATION (effective March 20, 2020) Offices 1.Registered Office and Registered Agent. The location of the registered office and the name of the registered agent of Cerner Corporation (the “corporation”) in the State of Delaware shall be as stated in the certificate of incorporation or as determined from time to time by the board of directors and o |
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| March 23, 2020 |
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 20, 2020 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| March 20, 2020 |
Exhibit 99.1 CERNER ANNOUNCES QUARTERLY DIVIDEND COMPANY TO AWARD $0.18 PER ISSUED AND OUTSTANDING SHARE TO STOCKHOLDERS KANSAS CITY, Mo. - March 20, 2020 - Cerner Corporation (Nasdaq: CERN), a global health care technology company, today announced that its Board of Directors declared a cash dividend to stockholders of $0.18 per issued and outstanding share. The cash dividend will be payable on Ap |
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| March 20, 2020 |
Financial Statements and Exhibits, Other Events 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 19, 2020 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| March 12, 2020 |
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 11, 2020 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| February 19, 2020 |
Exhibit 99.1 CERNER ANNOUNCES LEADERSHIP CHANGES FOCUSED ON INCREASING ALIGNMENT WITH CLIENT SUCCESS Don Trigg named President; John Peterzalek named Chief Client and Services Officer KANSAS CITY, Mo., Feb. 18, 2020 - Cerner Corporation (NASDAQ: CERN) today announced the appointment of Don Trigg to President and John Peterzalek to Chief Client and Services Officer. "I want to congratulate Don and |
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| February 19, 2020 |
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): February 18, 2020 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File |
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| February 12, 2020 |
CERN / Cerner Corp. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 7)* Name of issuer: Cerner Corp Title of Class of Securities: Common Stock CUSIP Number: 156782104 Date of Event Which Requires Filing of this Statement: December 31, 2019 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13 |
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| February 10, 2020 |
Exhibit 21 SUBSIDIARIES OF REGISTRANT Name State/Country of Incorporation 1. AbleVets LLC Virginia 2. Cerner Belgium Belgium 3. Cerner Campus Redevelopment Corporation Missouri 4. Cerner Canada Limited LLC Delaware 5. Cerner Canada ULC Canada 6. Cerner Capital, Inc. Delaware 7. Cerner Chile Limitada Chile 8. Cerner Chouteau Data Center, Inc. Delaware 9. Cerner Corporation PTY Limited New South Wal |
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| February 10, 2020 |
Separation Agreement between Cerner Corporation and Michael R. Nill Exhibit 10.7 SEPARATION AGREEMENT This Separation Agreement (“Separation Agreement”), is made by and between Cerner Corporation (together with its subsidiaries and affiliates, “Cerner”) and Michael R. Nill (“you” or “your” and, together with Cerner, the “parties”). RECITALS WHEREAS, you are currently, and have been since May 15, 2011, the Executive Vice President and Chief Operating Officer of Cer |
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| February 10, 2020 |
Amended Employment Agreement between Cerner Corporation and Donald D. Trigg Exhibit 10.13 CERNER EXECUTIVE SEVERANCE AGREEMENT This Cerner Executive Severance Agreement (this “Executive Severance Agreement”), effective as of September 11, 2017 (the “Effective Date”), is a supplement to and amendment of the employment agreement dated November 30, 2012 between Donald D. Trigg (“you”/“your”) and Cerner Corporation, a Delaware corporation (“Cerner”). RECITALS A. You are the S |
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| February 10, 2020 |
Executive Senior Advisor Letter Agreement between Cerner Corporation and Jeffrey A. Townsend Exhibit 10.10 October 30, 2019 Jeffrey A. Townsend 4401 State Route 92 Highway Smithville, MO 64089 Dear Jeff: This letter shall serve to document the agreement between you and Cerner Corporation (“Cerner”) with respect to your new employment arrangement with Cerner, effective November 1, 2019. This arrangement will be in effect through June 30, 2020, at which time it will be reviewed to mutually |
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| February 10, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 28, 2019 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-15386 CERNER COR |
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| February 10, 2020 |
Description of Company Securities Exhibit 4.2 DESCRIPTION OF CAPITAL STOCK The following is a brief description of the capital stock of Cerner Corporation, a Delaware corporation (the “Company,” “we,” “us,” or “our”). The brief description is based on our Third Restated Certificate of Incorporation (our “charter”), amended and restated bylaws (our “bylaws”), and provisions of applicable law. The following description does not purp |
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| February 5, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): February 5, 2020 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File |
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| February 5, 2020 |
Exhibit 99.1 Cerner CompuGroup Medical CompuGroup Medical SE Contact for media representatives: Contact for analysts and investors: Michael Franz Claudia Thomé Head of Brand Communication Head of Investor Relations P +49 (0) 261 8000-6100 P +49 (0) 261 8000-7030 F +49 (0) 261 8000-3100 F +49 (0) 261 8000-3200 E-Mail: [email protected] E-Mail: [email protected] Web: www.cgm.com Social media: Visit |
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| February 4, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): February 4, 2020 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File |
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| February 4, 2020 |
Exhibit 99.1 Cerner Reports Fourth Quarter and Full Year 2019 Results All Key Metrics Within or Above Company Guidance Ranges KANSAS CITY, Mo. - February 4, 2020 - Cerner Corporation (Nasdaq: CERN) today announced results for the 2019 fourth quarter and full year that ended December 28, 2019. Fourth quarter 2019 revenue was $1.442 billion, an increase of 6 percent compared to $1.366 billion in the |
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| December 13, 2019 |
CERNER ANNOUNCES QUARTERLY DIVIDEND AND INCREASES SHARE REPURCHASE PROGRAM Exhibit 99.1 CERNER ANNOUNCES QUARTERLY DIVIDEND AND INCREASES SHARE REPURCHASE PROGRAM KANSAS CITY, Mo. - Dec. 13, 2019 - Cerner Corporation (Nasdaq: CERN), a global health care technology company, today announced that its Board of Directors declared a cash dividend to stockholders of $0.18 per issued and outstanding share. The cash dividend will be payable on Jan. 9, 2020, to shareholders of rec |
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| December 13, 2019 |
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): December 12, 2019 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File |
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| November 12, 2019 |
Exhibit 10.1 SECOND AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT This Second Amendment to Third Amended and Restated Credit Agreement (this “Amendment”) is made as of November 5, 2019, by and among CERNER CORPORATION, a Delaware corporation (the “Borrower”); U.S. BANK NATIONAL ASSOCIATION, a national banking association, COMMERCE BANK, a Missouri banking corporation, and BANK OF AMERIC |
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| November 12, 2019 |
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): November 5, 2019 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File |
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| November 12, 2019 |
EX-10.4 3 ex104masternoteagreeme.htm EXHIBIT 10.4 Exhibit 10.4 CERNER CORPORATION MASTER NOTE AGREEMENT Dated as of November 11, 2019 Table of Contents 1. AUTHORIZATION OF NOTES; PRICING MECHANICS OF FLOATING RATE NOTES 1 1.1 Authorization of Notes 1 1.2 Subsidiary Guaranty 2 1.3 Floating Interest Rate Provisions for Floating Rate Notes 2 1.4 Additional Interest 4 2. SALE AND PURCHASE OF NOTES 4 2 |
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| November 1, 2019 |
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): October 30, 2019 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File |
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| October 25, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 28, 2019 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-15386 C |
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| October 24, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): October 24, 2019 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File |
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| October 24, 2019 |
Cerner Reports Third Quarter 2019 Results All Key Metrics Within Company Guidance Ranges Exhibit 99.1 Cerner Reports Third Quarter 2019 Results All Key Metrics Within Company Guidance Ranges KANSAS CITY, Mo. - October 24, 2019 - Cerner Corporation (Nasdaq: CERN) today announced results for the 2019 third quarter that ended September 28, 2019. Bookings in the third quarter of 2019 were at the high-end of the Company’s expectations at $1.651 billion. Third quarter 2019 revenue was $1.42 |
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| September 11, 2019 |
Financial Statements and Exhibits, Other Events 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): September 11, 2019 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| September 11, 2019 |
CERNER DECLARES QUARTERLY DIVIDEND Exhibit 99.1 CERNER DECLARES QUARTERLY DIVIDEND KANSAS CITY, Mo. - Sept. 11, 2019 - Cerner (NASDAQ: CERN) announced its Board of Directors has declared a cash dividend to stockholders of $0.18 per issued and outstanding share. The cash dividend will be payable on Oct. 9, 2019, to shareholders of record as of the close of business on Sept. 25, 2019. Cerner intends to pay regular quarterly cash divi |
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| September 9, 2019 |
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): September 9, 2019 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File |
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| September 9, 2019 |
CERNER EXECUTIVE JEFF TOWNSEND ANNOUNCES RETIREMENT Exhibit 99.1 CERNER EXECUTIVE JEFF TOWNSEND ANNOUNCES RETIREMENT KANSAS CITY, Mo. - Sept. 9, 2019 - Cerner Corporation (Nasdaq: CERN) announced today that Jeff Townsend, executive vice president and chief of innovation, will retire by the end of the year, following three decades of leading and accelerating health care. "For more than 30 years, Jeff has worked diligently to position Cerner for key |
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| July 30, 2019 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): July 30, 2019 Cerner Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 0-15386 43-1196944 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| July 30, 2019 |
Exhibit 99.1 CERNER LEADS NEW ERA OF HEALTH CARE INNOVATION CERNER AND AMAZON TO WORK ON FUTURE COLLABORATION NAMES AWS AS ITS PREFERRED CLOUD PROVIDER TO DOUBLE-DOWN ON FOCUS TO DISRUPT HEALTHCARE KANSAS CITY, Mo. - July 30, 2019 - Cerner Corporation (NASDAQ: CERN), a global health platform and technology company, today announced a multi-faceted, strategic collaboration with Amazon Web Services, |
