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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 Signify Health Inc - Class A
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| April 10, 2023 |
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: 001-40028 SIGNIFY HEALTH, INC. (Exact name of registrant as specified in it |
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| March 29, 2023 |
Second Amended and Restated Bylaws of Signify Health, Inc. EX-3.2 Exhibit 3.2 SECOND AMENDED AND RESTATED BYLAWS OF SIGNIFY HEALTH, INC. (a Delaware corporation) ARTICLE I Offices SECTION 1. Registered Office. The registered office of the Corporation within the State of Delaware shall be The Corporation Trust Company, Corporation Trust Center, 1209 Orange Street, Wilmington, New Castle County, Delaware 19801. SECTION 2. Other Offices. The Corporation may |
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| March 29, 2023 |
Second Amended and Restated Certificate of Incorporation of Signify Health, Inc. EX-3.1 Exhibit 3.1 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SIGNIFY HEALTH, INC. FIRST: The name of the corporation is Signify Health, Inc. (the “Corporation”). SECOND: The address of the Corporation’s registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street in the City of Wilmington, County of New Castle, Delaware 19801. The name of its registe |
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| March 29, 2023 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on April 10, 2023, pursuant to the provisions of Rule 12d2-2 (a). |
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| March 29, 2023 |
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 29, 2023 Signify Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40028 85-3481223 (State or other jurisdiction of incorporation) (Commission Fil |
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| March 29, 2023 |
As filed with the Securities and Exchange Commission on March 29, 2023 S-8 POS As filed with the Securities and Exchange Commission on March 29, 2023 No. |
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| February 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K 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, 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: 001-40028 Signify Health, Inc. (E |
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| February 27, 2023 |
EXHIBIT 21.1 Subsidiaries of Signify Health, Inc. Entity Name Jurisdiction of Organization Cure TopCo, LLC Delaware Cure Intermediate 1, LLC Delaware Cure Intermediate 2, LLC Delaware Cure Intermediate 3, LLC Delaware Signify Health, Inc. Delaware Signify Health, LLC Delaware Signify Home & Community Care, LLC Delaware Censeo Health LLC Delaware TAV Health, LLC Delaware Drynachan, LLC (d/b/a Advan |
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| February 27, 2023 |
Form of Signify Health, Inc. Restricted Stock Unit Award Agreement (2 Year Accelerated Vesting) EXHIBIT 10.34 Signify Health, Inc. RESTRICTED STOCK UNIT AWARD AGREEMENT (For Employees) This Restricted Stock Unit Award Agreement (“Agreement”) is entered into by and between Signify Health, Inc. (the “Company”) and the participant whose name appears below (the “Participant”) in order to set forth the terms and conditions of Restricted Stock Units (the “RSUs”) granted to the Participant under th |
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| February 1, 2023 |
SGFY / Signify Health Inc / New Mountain Investments V, L.L.C. - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Signify Health, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 82671G100 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to |
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| November 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 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, 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: 001-40028 Signify Health |
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| November 1, 2022 |
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): October 31, 2022 Signify Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40028 85-3481223 (State or other jurisdiction of incorporation) (Commission F |
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| October 21, 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): October 21, 2022 Signify Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40028 85-3481223 (State or other jurisdiction of incorporation) (Commission F |
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| October 20, 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): October 19, 2022 Signify Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40028 85-3481223 (State or other jurisdiction of incorporation) (Commission F |
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| September 30, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 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)(2)) ? Defi |
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| September 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 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)(2)) ? Definitive Proxy State |
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| September 19, 2022 |
Exhibit 107 CALCULATION OF FILING FEE TABLES Schedule 14A (Form Type) Signify Health, Inc. |
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| September 19, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 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)(2)) ? Defi |
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| September 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 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)(2)) ? Definitive Proxy State |
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| September 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 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)(2)) ? Definitive Proxy State |
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| September 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 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)(2)) ? Definitive Proxy State |
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| September 6, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2, 2022 Signify Health, Inc. |
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| September 6, 2022 |
Exhibit 99.7 Subject: Exciting Company News Signify Clinical Network Colleagues: I am reaching out to you this evening with some exciting news ? Signify Health is becoming part of CVS Health! As a valued part of our provider network, I hope that you will share in our pride and excitement about this very positive news. We truly could not have chosen a better partner to help us achieve our mission o |
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| September 6, 2022 |
Exhibit 99.8 Sent by: Jenn Curry From: Kyle To: Kyle BCC: Curated distro Subject: Heads up - Exciting Company News Team, At 5:00 pm eastern, we issued a press release announcing that we are becoming a part of CVS Health. This is a huge milestone for Signify, made possible by all of you as senior leaders of our organization. I?ll be sending a communication to all Signify Health employees following |
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| September 6, 2022 |
TAX RECEIVABLE AGREEMENT AND LLC AGREEMENT AMENDMENT Exhibit 99.2 Execution Version TAX RECEIVABLE AGREEMENT AND LLC AGREEMENT AMENDMENT This TAX RECEIVABLE AGREEMENT AND LLC AGREEMENT AMENDMENT (this ?Amendment?) is entered into as of September 2, 2022, by and among Signify Health, Inc., a Delaware corporation (the ?Corporation?), Cure Topco, LLC, a Delaware limited liability company (the ?LLC?), and Cure Aggregator, LLC, a Delaware limited liabili |
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| September 6, 2022 |
Exhibit 99.9 Social Media Posts -2- -3- |
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| September 6, 2022 |
Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER dated as of September 2, 2022 by and among CVS PHARMACY, INC., NOAH MERGER SUB, INC. and SIGNIFY HEALTH, INC. TABLE OF CONTENTS PAGE ARTICLE 1 Definitions 2 Section 1.01. Definitions 2 Section 1.02. Other Definitional and Interpretative Provisions 19 ARTICLE 2 The Merger 20 Section 2.01. The Merger 20 Section 2.02. Conversion of Shares; Re |
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| September 6, 2022 |
Exhibit 99.4 Sent by: Jenn Curry From: Kyle To: Kyle BCC: All Company Email Distro Subject: Exciting Company News Signifiers, I hope you all are enjoying the Labor Day weekend and some well-deserved time with family and friends. I am delighted to share with you this evening some great news ? we are becoming part of CVS Health! I know that with all of the rumors and speculation over the last few we |
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| September 6, 2022 |
Exhibit 99.6 Subject: Signify-CVS Health Announcement Signifiers, I hope you?ve had the chance to read Kyle?s ?Exciting Company News? email. This is a tremendous opportunity for all of us at Signify Health, and I hope you are as excited as I am. Joining CVS Health will open significant new opportunities for our Home & Community Services business, and specifically for our MECs. CVS Health sees our |
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| September 6, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2, 2022 Signify Health, Inc. |
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| September 6, 2022 |
Exhibit 99.1 VOTING AGREEMENT VOTING AGREEMENT, dated as of September 2, 2022 (this ?Voting Agreement?), among CVS Pharmacy, Inc., a Rhode Island corporation (?Parent?), and the stockholders of Signify Health, Inc., a Delaware corporation (the ?Company?), listed on the signature pages hereto (each, a ?Stockholder? and, collectively, the ?Stockholders?). W I T N E S S E T H: WHEREAS, concurrently w |
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| September 6, 2022 |
Exhibit 99.5 September 5, 2022 Dear Valued Client: Today marks an exciting milestone for Signify Health: I?m pleased to share that we have signed an agreement to become part of CVS Health, a leading health solutions company that helps people navigate the healthcare system ? and their personal health care ? by improving access, lowering costs and being a trusted partner for every meaningful moment |
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| September 6, 2022 |
Exhibit 99.3 CVS Health to Acquire Signify Health Advances long-term strategy by providing platform for growth in value-based care WOONSOCKET, R.I., DALLAS and NEW YORK, Sept. 5, 2022 ? CVS Health? (NYSE: CVS) and Signify Health (NYSE: SGFY) (?Signify?) have entered into a definitive agreement under which CVS Health will acquire Signify Health for $30.50 per share in cash, representing a total tra |
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| August 30, 2022 |
Exhibit 99.1 PRESS RELEASE All Signify Health Collaborative ACOs Earn Shared Savings for 2021 Performance Signify?s provider partners saved more than $138 million in 2021, and all Collaborative ACOs earned 100 percent on their Merit-Based Incentive Payment System scores Signify achieves record ACO sales for 2023, Collaborative ACOs to reach over 700,000 attributed lives in 2023 DALLAS and NEW YORK |
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| August 30, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 30, 2022 Signify Health, Inc. |
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| August 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 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, 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: 001-40028 Signify Health, Inc |
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| August 3, 2022 |
Signify Health Announces Second Quarter 2022 Results Exhibit 99.1 PRESS RELEASE Signify Health Announces Second Quarter 2022 Results Financial Highlights Second Quarter 2022: ?Revenue of $246.2 million, an increase of 16% from second quarter 2021 ?GAAP net loss of $490.0 million, which includes a $519.9 million loss on impairment related to our decision to exit the Episodes of Care Services segment. ?Non-GAAP adjusted EBITDA1 of $62.6 million, an in |
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| August 3, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 3, 2022 Signify Health, Inc. |
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| August 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 27, 2022 Signify Health, Inc. |
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| August 1, 2022 |
Signify Health, Inc. Executive Severance Plan SIGNIFY HEALTH, INC. EXECUTIVE SEVERANCE PLAN 1.Purpose Signify Health, Inc., a Delaware corporation (the ?Company?), and its subsidiaries may provide severance payments under this Signify Health, Inc. Executive Severance Plan (the ?Plan?) to an eligible executive or other key employee whose employment is terminated by the Company or the Employer (as defined below) and who meets the eligibility re |
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| July 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 7, 2022 Signify Health, Inc. |
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| July 8, 2022 |
Exhibit 99.1 PRESS RELEASE Signify Health focusing on fast-growing home and community services and total cost of care provider enablement Changes expected to have positive impact on 2023 earnings Company ending its participation in the BPCI-A program to focus on supporting future growth DALLAS & NEW YORK ? July 8, 2022 ? Signify Health, Inc. (NYSE: SGFY) today announced that it is winding down its |
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| June 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 17, 2022 Signify Health, Inc. |
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| May 31, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ? 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: 001-40028 Sig |
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| May 31, 2022 |
May 31, 2022 Via EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F St. Street, NE, Mailstop 4561 Washington, D.C. 20549 Attn: Office of Life Sciences Re: Signify Health, Inc. (the ?Company?) Form 10-K for the Fiscal Year Ended December 31, 2021 Filed March 3, 2022 File No. 001-40028 Dear Ms. Mariner and Ms. Robertson: We have reviewed the Staff?s letter dated May |
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| May 31, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) ? 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: 001-4002 |
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| May 23, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 18, 2022 Signify Health, Inc. |
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| May 5, 2022 |
EXHIBIT 10.1 Signify Health, Inc. NON-QUALIFIED STOCK OPTION AWARD AGREEMENT This Non-Qualified Stock Option Award Agreement (“Agreement”) is entered into by and between Signify Health, Inc. (the “Company”) and the participant whose name appears below (the “Participant”) in order to set forth the terms and conditions of Non-Qualified Stock Options (the “Options”) granted to the Participant under t |
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| May 5, 2022 |
EXHIBIT 10.2 Signify Health, Inc. RESTRICTED STOCK UNIT AWARD AGREEMENT (For Employees) This Restricted Stock Unit Award Agreement (“Agreement”) is entered into by and between Signify Health, Inc. (the “Company”) and the participant whose name appears below (the “Participant”) in order to set forth the terms and conditions of Restricted Stock Units (the “RSUs”) granted to the Participant under the |
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| May 5, 2022 |
EXHIBIT 10.6 AMENDED AND RESTATED INCENTIVE UNIT AGREEMENT This AMENDED AND RESTATED INCENTIVE UNIT AGREEMENT (this “Agreement”), dated effective as of March 7, 2022 (the “Restatement Date”), is entered into by and between Cure Aggregator, LLC, a Delaware limited liability company (“Aggregator”), Cure TopCo, LLC, a Delaware limited liability company (“Cure TopCo”) and Peter Boumenot (“Executive”). |
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| May 5, 2022 |
EXHIBIT 10.5 AMENDED AND RESTATED INCENTIVE UNIT AGREEMENT This AMENDED AND RESTATED INCENTIVE UNIT AGREEMENT (this “Agreement”), dated effective as of March 7, 2022 (the “Restatement Date”), is entered into by and between Cure Aggregator, LLC, a Delaware limited liability company (“Aggregator”), Cure TopCo, LLC, a Delaware limited liability company (“Cure TopCo”) and Bradford Kyle Armbrester (“Ex |
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| May 5, 2022 |
Form of Amended and Restated Incentive Unit Agreement EXHIBIT 10.3 AMENDED AND RESTATED INCENTIVE UNIT AGREEMENT This AMENDED AND RESTATED INCENTIVE UNIT AGREEMENT (this “Agreement”), dated effective as of [●] (the “Restatement Date”), is entered into by and between Cure Aggregator, LLC, a Delaware limited liability company (“Aggregator”), Cure TopCo, LLC, a Delaware limited liability company (“Cure TopCo”) and [●] (“Executive”). This Agreement amend |
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| May 5, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 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: 001-40028 Signify Health, In |
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| May 5, 2022 |
EXHIBIT 10.8 AMENDED AND RESTATED INCENTIVE UNIT AGREEMENT This AMENDED AND RESTATED INCENTIVE UNIT AGREEMENT (this “Agreement”), dated effective as of March 7, 2022 (the “Restatement Date”), is entered into by and between Cure Aggregator, LLC, a Delaware limited liability company (“Aggregator”), Cure TopCo, LLC, a Delaware limited liability company (“Cure TopCo”) and Josh Builder (“Executive”). T |
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| May 5, 2022 |
EXHIBIT 10.7 AMENDED AND RESTATED INCENTIVE UNIT AGREEMENT This AMENDED AND RESTATED INCENTIVE UNIT AGREEMENT (this “Agreement”), dated effective as of March 7, 2022 (the “Restatement Date”), is entered into by and between Cure Aggregator, LLC, a Delaware limited liability company (“Aggregator”), Cure TopCo, LLC, a Delaware limited liability company (“Cure TopCo”) and Peter Boumenot (“Executive”). |
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| May 5, 2022 |
EXHIBIT 10.4 SIGNIFY HEALTH, INC. AMENDED AND RESTATED NOTICE OF SUBSTITUTE NON-STATUTORY STOCK OPTION GRANT Signify Health, Inc., a Delaware corporation (the “Company”), hereby amends and restates in its entirety the Notice of Substitute Non-Statutory Stock Option Grant (the “Prior Notice”) and the Substitute Non-Statutory Stock Option Agreement attached hereto (the “Prior Agreement”) pursuant to |
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| May 4, 2022 |
Signify Health Announces First Quarter 2022 Results Maintains 2022 Full Year Guidance Exhibit 99.1 PRESS RELEASE Signify Health Announces First Quarter 2022 Results Maintains 2022 Full Year Guidance Financial Highlights First Quarter 2022: ?First quarter revenue of $216.5 million, an increase of 20% from first quarter 2021 ?GAAP net loss of $16.3 million improved compared to net loss of $51.7 million in first quarter 2021 ?Non-GAAP adjusted EBITDA1 of $45.0 million, an increase of |
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| May 4, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 4, 2022 Signify Health, Inc. |
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| April 5, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A 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)(2)) ? De |
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| April 5, 2022 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A 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 |
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| March 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K 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: 001-40028 Signify Health, Inc. (E |
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| March 3, 2022 |
EXHIBIT 10.9 AMENDED AND RESTATED INCENTIVE UNIT AGREEMENT This AMENDED AND RESTATED INCENTIVE UNIT AGREEMENT (this ?Agreement?), dated effective as of [?] (the ?Restatement Date?), is entered into by and between Cure Aggregator, LLC, a Delaware limited liability company (?Aggregator?), Cure TopCo, LLC, a Delaware limited liability company (?Cure TopCo?) and [?] (?Executive?). This Agreement amend |
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| March 3, 2022 |
Exhibit 10.27 Execution Version AMENDMENT NO. 1 TO THE 2019 EQUITY APPRECIATION FEE RIGHT AGREEMENT THIS AMENDMENT NO. 1 (this ?Amendment?) to the Equity Appreciation Fee Right Agreement (the ?2019 Agreement?), dated as of December 20, 2019, by and between Cure TopCo, LLC, a Delaware limited liability company (the ?Company?), and Collaborative Care Holdings, LLC, a Delaware limited liability compa |
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| March 3, 2022 |
EX-10.28 5 exhibit1028.htm EX-10.28 Exhibit 10.28 Execution Version AMENDMENT NO. 1 TO THE 2020 EQUITY APPRECIATION FEE RIGHT AGREEMENT THIS AMENDMENT NO. 1 (this “Amendment”) to the 2020 Equity Appreciation Fee Right Agreement (the “2020 Agreement”), dated as of September 28, 2020, by and between Cure TopCo, LLC, a Delaware limited liability company (the “Company”), and Collaborative Care Holding |
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| March 3, 2022 |
Exhibit 10.29 Execution Version DELIVERED VIA EMAIL December 31, 2021 Collaborative Care Holdings, LLC 11000 Optum Circle Eden Prairie, MN 55344 E-mail: [email protected] Attention: Troy Borca With a copy to: OptumInsight, Inc. 11000 Optum Circle Eden Prairie, MN 55344 E-mail: [email protected] Attention: General Counsel Ladies and Gentlemen: Reference is made to (i) that certain Eq |
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| March 3, 2022 |
Signify Health, Inc. Amended and Restated Notice of Substitute EXHIBIT 10.10 SIGNIFY HEALTH, INC. AMENDED AND RESTATED NOTICE OF SUBSTITUTE NON-STATUTORY STOCK OPTION GRANT Signify Health, Inc., a Delaware corporation (the ?Company?), hereby amends and restates in its entirety the Notice of Substitute Non-Statutory Stock Option Grant (the ?Prior Notice?) and the Substitute Non-Statutory Stock Option Agreement attached hereto (the ?Prior Agreement?) pursuant t |
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| March 3, 2022 |
EX-21.1 7 exhibit211123121.htm EX-21.1 EXHIBIT 21.1 Subsidiaries of Signify Health, Inc. Entity Name Jurisdiction of Organization Cure TopCo, LLC Delaware Cure Intermediate 1, LLC Delaware Cure Intermediate 2, LLC Delaware Cure Intermediate 3, LLC Delaware Signify Health, Inc. Delaware Signify Health, LLC Delaware Signify Home & Community Care, LLC Delaware Censeo Health LLC Delaware TAV Health, L |
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| March 2, 2022 |
Signify Health Announces Fourth Quarter and Full Year 2021 Results Establishes 2022 Guidance Exhibit 99.1 PRESS RELEASE Signify Health Announces Fourth Quarter and Full Year 2021 Results Establishes 2022 Guidance Financial Highlights Full Year 2021 ?Full-year revenue of $773.4 million, an increase of 27% from 2020 ?GAAP net income of $9.9 million compared to net loss of $14.5 million in 2020 ?Non-GAAP adjusted EBITDA1 of $171.2 million, an increase of 37% from 2020 Fourth Quarter 2021 ?Fo |
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| March 2, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2, 2022 Signify Health, Inc. |
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| March 1, 2022 |
Signify Health completes acquisition of Caravan Health Exhibit 99.1 PRESS RELEASE Signify Health completes acquisition of Caravan Health Company to harness combined capabilities to accelerate adoption of advanced alternative payment models, supporting the Centers for Medicare and Medicaid?s critical imperatives to improve health equity and have everyone in Medicare fee-for-service aligned to an accountable entity by 2030 DALLAS, NEW YORK and KANSAS CI |
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| March 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 1, 2022 Signify Health, Inc. |
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| February 11, 2022 |
EXHIBIT A JOINT FILING AGREEMENT The undersigned acknowledge and agree that the foregoing statement on Schedule 13G with respect to the Class A Common Stock, par value $0. |
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| February 11, 2022 |
SGFY / Signify Health Inc / New Mountain Investments V, L.L.C. - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Signify Health, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 82671G100 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate |
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| February 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 9, 2022 Signify Health, Inc. |
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| February 10, 2022 |
Signify Health to acquire Caravan Health, accelerating the movement to value-based healthcare Exhibit 99.1 PRESS RELEASE Signify Health to acquire Caravan Health, accelerating the movement to value-based healthcare Combined company will create one of the largest networks of at-risk providers, improving patient outcomes while lowering costs across the care continuum DALLAS, NEW YORK and KANSAS CITY (February 10, 2022) ? Signify Health, Inc. (NYSE: SGFY), a leading value-based healthcare pla |
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| February 10, 2022 |
Exhibit 10.1 SUPPORT AGREEMENT SUPPORT AGREEMENT (this ?Agreement?) is dated as of February 9, 2022 Signify Health, Inc., a Delaware corporation (?Parent?), and each person listed on the signature pages hereto (each, a ?Covered Person? and collectively, the ?Covered Persons?). For purposes of this Agreement, Parent and each Covered Person are each a ?Party? and collectively the ?Parties?. Capitali |
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| February 10, 2022 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER dated as of February 9, 2022 by and among SIGNIFY HEALTH, INC., Carbon Acquisition Corporation, Caravan Health, Inc. and Shareholder Representative Services LLC, in its capacity as the Equityholders? Representative TABLE OF CONTENTS Page ARTICLE 1 Definitions 1 Section 1.01. Definitions 1 Section 1.02. Other Definitional and Interpretative |
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| February 9, 2022 |
SGFY / Signify Health Inc / ARK Investment Management LLC - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| January 6, 2022 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 31, 2021 Signify Health, Inc. |
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| November 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 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: 001-40028 Signify Health |
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| November 9, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 9, 2021 Signify Health, Inc. |
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| November 9, 2021 |
Exhibit 99.1 PRESS RELEASE Signify Health Announces Third Quarter and Nine Months 2021 Results Raises Full Year 2021 Financial Guidance Financial Highlights Third Quarter 2021 ?Revenue of $199.2 million, an increase of 29% from the third quarter of 2020 ?GAAP net income of $29.3 million compared to net loss of $13.3 million in the third quarter of 2020 ?Non-GAAP adjusted EBITDA1 of $42.0 million, |
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| October 12, 2021 |
SGFY / Signify Health Inc / ARK Investment Management LLC - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| August 25, 2021 |
Signify Health Appoints Seasoned Tech Executive Arnold Goldberg to Board of Directors EX-99.1 2 exhibit991pressrelease0825.htm EX-99.1 Exhibit 99.1 PRESS RELEASE Signify Health Appoints Seasoned Tech Executive Arnold Goldberg to Board of Directors DALLAS and NEW YORK (August 25, 2021) — Signify Health, Inc. (NYSE: SGFY), a leading value-based healthcare platform that leverages advanced analytics, technology and nationwide healthcare provider networks, today announced the appointmen |
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| August 25, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 20, 2021 Signify Health, Inc. |
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| August 11, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 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: 001-40028 Signify Health, Inc |
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| August 10, 2021 |
Exhibit 99.1 PRESS RELEASE Signify Health Announces Second Quarter and Six Months 2021 Results Raises Full Year 2021 Financial Guidance Financial Highlights Second Quarter ?Revenue of $212.8 million, an increase of 63% from second quarter 2020 ?GAAP net loss of $(0.1) million compared to net income of $7.0 million in second quarter 2020 ?Non-GAAP adjusted EBITDA1 of $54.6 million, an increase of 5 |
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| August 10, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 10, 2021 Signify Health, Inc. |
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| June 22, 2021 |
EXHIBIT 10.1 EXECUTION VERSION PUBLISHED DEAL CUSIP NO.: 82671JAA2 PUBLISHED TERM FACILITY CUSIP NO.: 82671JAB0 PUBLISHED REVOLVING CREDIT FACILITY CUSIP NO.: 82671JAC8 CREDIT AGREEMENT Dated as of June 22, 2021, among CURE INTERMEDIATE 3, LLC, as Holdings, SIGNIFY HEALTH, LLC, as Borrower, THE OTHER GUARANTORS PARTY HERETO FROM TIME TO TIME, BARCLAYS BANK PLC, as Administrative Agent and Collater |
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| June 22, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 22, 2021 Signify Health, Inc. |
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| May 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 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: 001-40028 Signify Health, In |
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| May 12, 2021 |
EX-10.2 3 exhibit102.htm EX-10.2 EXHIBIT 10.2 Signify Health, Inc. RESTRICTED STOCK UNIT AWARD AGREEMENT (For Employees) This Restricted Stock Unit Award Agreement (“Agreement”) is entered into by and between Signify Health, Inc. (the “Company”) and the participant whose name appears below (the “Participant”) in order to set forth the terms and conditions of Restricted Stock Units (the “RSUs”) gra |
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| May 12, 2021 |
EX-10.1 2 exhibit101.htm EX-10.1 EXHIBIT 10.1 Signify Health, Inc. NON-QUALIFIED STOCK OPTION AWARD AGREEMENT This Non-Qualified Stock Option Award Agreement (“Agreement”) is entered into by and between Signify Health, Inc. (the “Company”) and the participant whose name appears below (the “Participant”) in order to set forth the terms and conditions of Non-Qualified Stock Options (the “Options”) g |
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| May 11, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 11, 2021 Signify Health, Inc. |
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| May 11, 2021 |
Signify Health Announces First Quarter 2021 Results Exhibit 99.1 PRESS RELEASE Signify Health Announces First Quarter 2021 Results Financial Highlights ?First quarter revenue of $180.0 million, an increase of 37% from first quarter 2020 ?GAAP net loss total of $51.7 million compared to net loss of $8.9 million in first quarter 2020 ?Non-GAAP adjusted EBITDA1 of $34.4 million, an increase of 58% from first quarter 2020 DALLAS and NEW YORK ? May 11, |
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| April 28, 2021 |
Exhibit 99.1 PRESS RELEASE Signify Health Appoints Healthcare Finance Leader Heather Dixon, CPA to Board of Directors DALLAS and NEW YORK (April 28, 2021) ? Signify Health, Inc. (NYSE: SGFY), a leading value-based healthcare platform that leverages advanced analytics, technology and nationwide healthcare provider networks, today announced the appointment of Heather Dixon, CPA, as an independent me |
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| April 28, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2021 Signify Health, Inc. |
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| March 25, 2021 |
EXHIBIT 10.8 SIGNIFY HEALTH, INC. NOTICE OF SUBSTITUTE NON-STATUTORY STOCK OPTION GRANT Signify Health, Inc., a Delaware corporation (the ?Company?), hereby grants to the participant identified below (the ?Participant?) on the date of grant set forth below (the ?Date of Grant?) non-qualified stock options (the ?Signify Stock Options?) to purchase the number of shares of Class A common stock, par v |
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| March 25, 2021 |
EXHIBIT 10.9 SIGNIFY HEALTH, INC. NOTICE OF SUBSTITUTE NON-STATUTORY STOCK OPTION GRANT Signify Health, Inc., a Delaware corporation (the ?Company?), hereby grants to the participant identified below (the ?Participant?) on the date of grant set forth below (the ?Date of Grant?) non-qualified stock options (the ?Signify Stock Options?) to purchase the number of shares of Class A common stock, par v |
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| March 25, 2021 |
EXHIBIT 10.5 EXECUTION DRAFT TAX RECEIVABLE AGREEMENT among SIGNIFY HEALTH, INC., CURE TOPCO, LLC, and THE PERSONS NAMED HEREIN Dated as of February 12, 2021 EXECUTION DRAFT TABLE OF CONTENTS Page ARTICLE I DEFINITIONS ............................................................................................... 2 Section 1.01 Definitions........................................................... |
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| March 25, 2021 |
Cure TopCo, LLC Amended and Restated Synthetic Equity Plan EXHIBIT 10.38 CURE TOPCO, LLC AMENDED AND RESTATED synthetic equity Plan Effective as of February 16, 2021 1.Defined Terms Exhibit A, which is incorporated herein by reference, defines certain terms used in this Plan. 2.Purpose The purpose of this Plan is to provide for the grant of cash-based Awards to Participants. 3.Limits on Awards Under the Plan A maximum of [?] Synthetic LLC Units may be iss |
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| March 25, 2021 |
EXHIBIT 10.13 INCENTIVE UNIT AGREEMENT This INCENTIVE UNIT AGREEMENT (this ?Agreement?), dated effective as of the IPO Closing Date (as defined below), is entered into by and between Cure Aggregator, LLC, a Delaware limited liability company (?Aggregator?), Cure TopCo, LLC, a Delaware limited liability company (?Cure TopCo?) and Steven Senneff (?Executive?). WHEREAS, on February 14, 2020 (the ?Dat |
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| March 25, 2021 |
Signify Health Announces Fourth Quarter and Full Year 2020 Results Exhibit 99.1 PRESS RELEASE Signify Health Announces Fourth Quarter and Full Year 2020 Results Financial Highlights Fourth Quarter 2020: •Fourth quarter revenue of $193.5 million, an increase of 45% from 2019 •GAAP net income of $0.7 million compared to net loss of $(8.0) million in 2019 •Non-GAAP adjusted EBITDA1 of $38.9 million, an increase of 46% from 2019 Full Year 2020: •Full-year revenue of |
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| March 25, 2021 |
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: 001-40028 Signify Health, Inc. (E |
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| March 25, 2021 |
EXHIBIT 10.41 Signify Health, Inc. NON-QUALIFIED STOCK OPTION AWARD AGREEMENT This Non-Qualified Stock Option Award Agreement (?Agreement?) is entered into by and between Signify Health, Inc. (the ?Company?) and the participant whose name appears below (the ?Participant?) in order to set forth the terms and conditions of Non-Qualified Stock Options (the ?Options?) granted to the Participant under |
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| March 25, 2021 |
EXHIBIT 21.1 Subsidiaries of the Registrant Entity Name Jurisdiction of Organization Cure TopCo, LLC Delaware Cure Intermediate 1, LLC Delaware Cure Intermediate 2, LLC Delaware Cure Intermediate 3, LLC Delaware Signify Health, Inc. Delaware Signify Health, LLC Delaware Signify Home & Community Care, LLC Delaware Censeo Health LLC Delaware TAV Health, LLC Delaware Drynachan, LLC (d/b/a Advance Hea |
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| March 25, 2021 |
EXHIBIT 10.4 REORGANIZATION AGREEMENT This REORGANIZATION AGREEMENT (this ?Agreement?), dated as of February 10, 2021, is entered into by and among (a) Cure TopCo, LLC, a Delaware limited liability company (the ?Company?); (b) New Remedy Corp., a Delaware corporation (?New Remedy?); New Mountain Partners V (AIV-C), L.P., a Delaware limited partnership (?NMP AIV?); Cure Aggregator, LLC, a Delaware |
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| March 25, 2021 |
EXHIBIT 10.12 INCENTIVE UNIT AGREEMENT This INCENTIVE UNIT AGREEMENT (this ?Agreement?), dated effective as of the IPO Closing Date (as defined below), is entered into by and between Cure Aggregator, LLC, a Delaware limited liability company (?Aggregator?), Cure TopCo, LLC, a Delaware limited liability company (?Cure TopCo?) and Bradford Kyle Armbrester (?Executive?). WHEREAS, on July 12, 2018 (th |
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| March 25, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 Signify Health, Inc. |
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| March 25, 2021 |
Form of Amended and Restated Synthetic LLC Unit Award Agreement EXHIBIT 10.39 Participant [?] Number of Synthetic LLC Units Subject to Award [?] - Number of Time-Based Units [?] - Number of Performance-Based Units [?] Grant Date [?] Vesting Commencement Date [?] AMENDED AND RESTATED SYNTHETIC LLC UNIT AWARD AGREEMENT THIS AMENDED AND RESTATED SYNTHETIC LLC UNIT AWARD AGREEMENT (as from time to time amended, modified or supplemented, this ?Agreement?) is effect |
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| March 25, 2021 |
EXHIBIT 10.40 Signify Health, Inc. NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENT This Non-Employee Director Restricted Stock Unit Award Agreement (?Agreement?) is entered into by and between Signify Health, Inc. (the ?Company?) and the non-employee director whose name appears below (the ?Director?) in order to set forth the terms and conditions of Restricted Stock Units (the ?RSUs?) |
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| March 25, 2021 |
EXHIBIT 10.14 INCENTIVE UNIT AGREEMENT This INCENTIVE UNIT AGREEMENT (this ?Agreement?), dated effective as of the IPO Closing Date (as defined below), is entered into by and between Cure Aggregator, LLC, a Delaware limited liability company (?Aggregator?), Cure TopCo, LLC, a Delaware limited liability company (?Cure TopCo?) and Tad Kendall (?Executive?). WHEREAS, on February 14, 2020 (the ?Date o |
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| March 25, 2021 |
EXHIBIT 4.1 Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934, As Amended For purposes of this description, references to ?the Company,? ?Signify,? ?us,? ?we? or ?our? refer to Signify Health, Inc. and not any of its subsidiaries. Description of Signify Class A Common Stock The following is a summary of the material terms of our capital stock and th |
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| March 25, 2021 |
EXHIBIT 10.11 INCENTIVE UNIT AGREEMENT This INCENTIVE UNIT AGREEMENT (this ?Agreement?), dated effective as of the IPO Closing Date (as defined below), is entered into by and between Cure Aggregator, LLC, a Delaware limited liability company (?Aggregator?), Cure TopCo, LLC, a Delaware limited liability company (?Cure TopCo?) and Bradford Kyle Armbrester (?Executive?). WHEREAS, on February 14, 2020 |
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| February 19, 2021 |
Exhibit 10.3 THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of CURE TOPCO, LLC Dated as of February 12, 2021 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS AND USAGE Section 1.01. Definitions 1 Section 1.02. Other Definitional and Interpretative Provisions 15 ARTICLE 2 THE COMPANY Section 2.01. Formation 16 Section 2.02. Name 16 Section 2.03. Term 16 Section 2.04. Registered Agent an |
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| February 19, 2021 |
Exhibit 10.1 SIGNIFY HEALTH, INC. REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT, dated as of February 12, 2021 (as it may be amended, supplemented or otherwise modified from time to time, this ?Agreement?), is made among Signify Health, Inc., a Delaware corporation (the ?Company?); the shareholders listed on Schedule A hereto and any transferee of Registrable Securities to whom |
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| February 19, 2021 |
Amended and Restated Certificate of Incorporation of Signify Health, Inc. Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION of SIGNIFY HEALTH, INC. (Pursuant to Section 241 and 245 of the General Corporation Law of the State of Delaware) Signify Health, Inc., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), hereby certifies as follows: FIRST: The name of the Corporation is Signify Health, Inc. The date of fili |
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| February 19, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 12, 2021 Signify Health, Inc. |
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| February 19, 2021 |
Exhibit 10.2 SIGNIFY HEALTH, INC. STOCKHOLDERS AGREEMENT AGREEMENT, dated as of February 12, 2021 (?Agreement?) among the parties listed on the signature pages hereto (each, together with his, her or its Permitted Transferees as defined in the Amended and Restated Certificate of Incorporation of Pubco, a ?Holder,? and together, the ?Holders?) and Signify Health, Inc. (?Pubco?). WHEREAS, Pubco inte |
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| February 19, 2021 |
Amended and Restated By-Laws of Signify Health, Inc. Exhibit 3.2 AMENDED AND RESTATED BY-LAWS of SIGNIFY HEALTH, INC. (A Delaware Corporation) TABLE OF CONTENTS PAGE ARTICLE 1 Definitions ARTICLE 2 Stockholders Section 2.01. Place of Meetings 2 Section 2.02. Annual Meetings; Stockholder Proposals 3 Section 2.03. Special Meetings 6 Section 2.04. Record Date 6 Section 2.05. Notice of Meetings of Stockholders 7 Section 2.06. Waivers of Notice 8 Section |
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| February 16, 2021 |
As filed with the Securities and Exchange Commission on February 16, 2021 Registration No. |
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| February 16, 2021 |
Form of Cure Aggregator, LLC Incentive Unit Agreement (filed herewith) Exhibit 99.5 INCENTIVE UNIT AGREEMENT This INCENTIVE UNIT AGREEMENT (this ?Agreement?), dated effective as of the IPO Closing Date (as defined below), is entered into by and between Cure Aggregator, LLC, a Delaware limited liability company (?Aggregator?), Cure TopCo, LLC, a Delaware limited liability company (?Cure TopCo?) and [?] (?Executive?). WHEREAS, on [?] (the ?Date of Grant?), Aggregator i |
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| February 16, 2021 |
Signify Health, Inc. Amended and Restated 2012 Equity Incentive Plan (filed herewith) Exhibit 99.3 SIGNIFY HEALTH, INC. AMENDED AND RESTATED 2012 EQUITY INCENTIVE PLAN (formerly known as the New Remedy Corp. Amended and Restated 2012 Equity Incentive Plan) SECTION 1. PURPOSE The purpose of the Signify Health, Inc. Amended and Restated 2012 Equity Incentive Plan (the ?Plan?) is to attract, retain and motivate employees, officers, directors, consultants, agents, advisors and independ |
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| February 16, 2021 |
Signify Health, Inc. Amended and Restated 2019 Equity Incentive Plan (filed herewith) Exhibit 99.4 SIGNIFY HEALTH, INC. AMENDED AND RESTATED 2019 EQUITY INCENTIVE PLAN (formerly known as the New Remedy Corp. Amended and Restated 2019 Equity Incentive Plan) 1. DEFINED TERMS Exhibit A, which is incorporated by reference, defines the terms used in the Plan and includes certain operational rules related to those terms. 2. PURPOSE The purpose of this Signify Health, Inc. Amended and Res |
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| February 16, 2021 |
Signify Health, Inc. Employee Stock Purchase Plan (filed herewith) Exhibit 99.2 SIGNIFY HEALTH, INC. EMPLOYEE STOCK PURCHASE PLAN Section 1. Purpose. This Signify Health, Inc. Employee Stock Purchase Plan (the ?Plan?) is intended to provide employees of the Company and its Participating Subsidiaries with an opportunity to acquire a proprietary interest in the Company through the purchase of Shares. Initially, the Plan is not intended to qualify as an ?employee st |
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| February 16, 2021 |
Signify Health, Inc. 2021 Long-Term Incentive Plan (filed herewith) Exhibit 99.1 SIGNIFY HEALTH, INC. 2021 LONG-TERM INCENTIVE PLAN Section 1. Purpose. The purpose of the Signify Health, Inc. 2021 Long-Term Incentive Plan (as amended from time to time, the ?Plan?) is to motivate and reward employees and other individuals to perform at the highest level and contribute significantly to the success of Signify Health, Inc. (the ?Company?), thereby furthering the best |
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| February 12, 2021 |
23,500,000 Shares Signify Health, Inc. Class A common stock Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-252231 PROSPECTUS 23,500,000 Shares Signify Health, Inc. Class A common stock Signify Health, Inc. is offering 23,500,000 shares of its Class A common stock. This is our initial public offering and no public market exists for our Class A common stock. The initial public offering price is $24.00 per share. We will use all of th |
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| February 10, 2021 |
Amendment No.3 to Form S-1 Table of Contents As filed with the Securities and Exchange Commission on February 10, 2021 Registration No. 333-252231 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Signify Health, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 8082 85-3481223 (State or |
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| February 8, 2021 |
February 8, 2021 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Washington, D. |
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| February 8, 2021 |
8-A12B SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Signify Health, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 85-3481223 (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 800 Connecticut Avenue Norwa |
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| February 8, 2021 |
Signify Health, Inc. 800 Connecticut Avenue Norwalk, Connecticut 06854 February 8, 2021 Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3628 Attn: Mr. Jason L. Drory Ms. Mary Beth Breslin Ms. Kristin Lochhead Mr. Kevin Vaughn Re: Signify Health, Inc. Registration Statement on Form S-1 Registration No. 333-252231 Dear Mr. Drory: Purs |
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| February 3, 2021 |
New York Northern California Washington DC S?o Paulo London Paris Madrid Hong Kong Beijing Tokyo Davis Polk & Wardwell LLP 212 450 4000 tel 450 Lexington Avenue New York, NY 10017 February 3, 2021 Re: Signify Health, Inc. |
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| February 3, 2021 |
Amendment No.2 to Form S-1 Table of Contents As filed with the Securities and Exchange Commission on February 3, 2021 Registration No. 333-252231 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Signify Health, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 8082 85-3481223 (State or O |
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| February 3, 2021 |
Cure TopCo, LLC Synthetic Equity Plan EX-10.39 Exhibit 10.39 CURE TOPCO, LLC SYNTHETIC EQUITY PLAN 1. DEFINED TERMS Exhibit A, which is incorporated herein by reference, defines certain terms used in this Plan. 2. PURPOSE The purpose of this Plan is to provide for the grant of cash-based Awards to Participants. 3. LIMITS ON AWARDS UNDER THE PLAN A maximum of 21,780 Synthetic Equity Units may be issued in respect of Awards under this P |
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| February 2, 2021 |
Form of Tax Receivable Agreement between Signify Health, Inc. and the TRA Parties EX-10.4 Exhibit 10.4 TAX RECEIVABLE AGREEMENT among SIGNIFY HEALTH, INC., CURE TOPCO, LLC, and THE PERSONS NAMED HEREIN Dated as of [ ], 2021 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 Section 1.01 Definitions 2 ARTICLE II DETERMINATION OF REALIZED TAX BENEFIT 13 Section 2.01 Basis Adjustment 13 Section 2.02 Realized Tax Benefit and Realized Tax Detriment 14 Section 2.03 Procedures, Amendments |
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| February 2, 2021 |
Form of Signify Health, Inc. Long-Term Incentive Plan EX-10.7 Exhibit 10.7 SIGNIFY HEALTH, INC. 2021 LONG-TERM INCENTIVE PLAN Section 1. Purpose. The purpose of the Signify Health, Inc. 2021 Long-Term Incentive Plan (as amended from time to time, the “Plan”) is to motivate and reward employees and other individuals to perform at the highest level and contribute significantly to the success of Signify Health, Inc. (the “Company”), thereby furthering t |
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| February 2, 2021 |
EX-10.2 Exhibit 10.2 SIGNIFY HEALTH, INC. REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT, dated as of [ ], 2021 (as it may be amended, supplemented or otherwise modified from time to time, this “Agreement”), is made among Signify Health, Inc., a Delaware corporation (the “Company”); the shareholders listed on Schedule A hereto and any transferee of Registrable Securities to whom |
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| February 2, 2021 |
Form of Director and Executive Officer Indemnification Agreement EX-10.25 Exhibit 10.25 SIGNIFY HEALTH, INC. DIRECTOR AND EXECUTIVE OFFICER INDEMNIFICATION AGREEMENT This Indemnification Agreement (this “Agreement”), made and entered into as of the [ ] day of [ ], 2021, by and between Signify Health, Inc., a Delaware corporation (the “Company”), Cure TopCo, LLC, a Delaware limited liability company (the “LLC” and, together with the Company, the “Signify Parties |
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| February 2, 2021 |
EX-10.3 Exhibit 10.3 REORGANIZATION AGREEMENT This REORGANIZATION AGREEMENT (this “Agreement”), dated as of [ ], 2021, is entered into by and among (a) Cure TopCo, LLC, a Delaware limited liability company (the “Company”); (b) New Remedy Corp., a Delaware corporation (“New Remedy”); New Mountain Partners V (AIV-C), L.P., a Delaware limited partnership (“NMP AIV”); New Mountain Partners V (AIV-C2), |
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| February 2, 2021 |
Form of Signify Health, Inc. Employee Stock Purchase Plan EX-10.37 Exhibit 10.37 SIGNIFY HEALTH, INC. EMPLOYEE STOCK PURCHASE PLAN Section 1. Purpose. This Signify Health, Inc. Employee Stock Purchase Plan (the “Plan”) is intended to provide employees of the Company and its Participating Subsidiaries with an opportunity to acquire a proprietary interest in the Company through the purchase of Shares. Initially, the Plan is not intended to qualify as an “e |
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| February 2, 2021 |
Signify Health, Inc. Non-Employee Director Compensation Policy EX-10.38 Exhibit 10.38 SIGNIFY HEALTH, INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY This document sets forth the Non-Employee Director Compensation Policy (the “Policy”) of Signify Health, Inc. (the “Company”), as adopted by the Board of Directors of the Company (the “Board”) effective as of [●], 2021 (the “Effective Date”). Capitalized terms used but not otherwise defined herein shall have the |
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| February 2, 2021 |
Form of Underwriting Agreement EX-1.1 Exhibit 1.1 Signify Health, Inc. Class A Common Stock Underwriting Agreement [ ], 2021 Goldman Sachs & Co. LLC J.P. Morgan Securities LLC Barclays Capital Inc. As representatives (the “Representatives”) of the several Underwriters named in Schedule I hereto, c/o Goldman Sachs & Co. LLC 200 West Street, New York, New York 10282-2198 c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, |
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| February 2, 2021 |
EX-10.1 Exhibit 10.1 THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of CURE TOPCO, LLC Dated as of [ ], 2021 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS AND USAGE Section 1.01. Definitions 1 Section 1.02. Other Definitional and Interpretative Provisions 15 ARTICLE 2 THE COMPANY Section 2.01. Formation 16 Section 2.02. Name 16 Section 2.03. Term 16 Section 2.04. Registered Agent an |
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| February 2, 2021 |
Amendment No.1 to Form S-1 As filed with the Securities and Exchange Commission on February 1, 2021 Registration No. 333-252231 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Signify Health, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 8082 85-3481223 (State or Other Jurisdiction |
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| February 2, 2021 |
EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BY-LAWS of SIGNIFY HEALTH, INC. (A Delaware Corporation) TABLE OF CONTENTS PAGE ARTICLE 1 Definitions ARTICLE 2 Stockholders Section 2.01. Place of Meetings 2 Section 2.02. Annual Meetings; Stockholder Proposals 3 Section 2.03. Special Meetings 6 Section 2.04. Record Date 6 Section 2.05. Notice of Meetings of Stockholders 7 Section 2.06. Waivers of Notice 8 |
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| February 2, 2021 |
EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION of SIGNIFY HEALTH, INC. (Pursuant to Section 241 and 245 of the General Corporation Law of the State of Delaware) Signify Health, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), hereby certifies as follows: FIRST: The name of the Corporation is Signify Health, Inc. The date |
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| February 2, 2021 |
Form of Stockholders Agreement between Signify Health, Inc. and the Continuing Pre-IPO LLC Members EX-10.5 Exhibit 10.5 SIGNIFY HEALTH, INC. STOCKHOLDERS AGREEMENT AGREEMENT, dated as of [ ], 2021 (“Agreement”) among the parties listed on the signature pages hereto (each, together with his, her or its Permitted Transferees as defined in the Amended and Restated Certificate of Incorporation of Pubco, a “Holder,” and together, the “Holders”) and Signify Health, Inc. (“Pubco”). WHEREAS, Pubco inte |
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| January 27, 2021 |
New York Northern California Washington DC S?o Paulo London Paris Madrid Tokyo Beijing Hong Kong Shane Tintle Davis Polk & Wardwell LLP 450 Lexington Avenue New York, NY 10017 212 450 4526 tel 212 701 5526 fax shane. |
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| January 19, 2021 |
EX-10.10 Exhibit 10.10 REMEDY PARTNERS, INC. 2019 EQUITY INCENTIVE PLAN NOTICE OF NON-STATUTORY STOCK OPTION GRANT (TIME-BASED VESTING) Pursuant to and subject to the terms of the Remedy Partners, Inc. 2019 Equity Incentive Plan (as amended from time to time, the “Plan”), Remedy Partners, Inc. (the “Company”) grants to the Participant set forth below on the date set forth below (the “Date of Grant |
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| January 19, 2021 |
EX-10.32 Exhibit 10.32 THIS EQUITY APPRECIATION FEE RIGHT AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATED TO ANY THIRD-PARTY FINANCING ARRANGEMENT TO WHICH THE COMPANY OR ANY OF ITS SUBSIDIARIES IS OR MAY BECOME SUBJECT (INCLUDING THE CREDIT AGREEMENT (AS DEFINED BELOW)). EQUITY APPRECIATION FEE RIGHT AGREEMENT This Equity Appreciation Fee Right Agreement (this “Agreement”) is ent |
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| January 19, 2021 |
EX-10.34 Exhibit 10.34 EXECUTION VERSION COMBINATION AGREEMENT by and between REMEDY PARTNERS, INC. and CHLOE OX HOLDINGS, LLC Dated: November 14, 2019 NO AGREEMENT, ORAL OR WRITTEN, REGARDING OR RELATING TO ANY OF THE MATTERS COVERED BY THIS DOCUMENT HAS BEEN ENTERED INTO BETWEEN THE PARTIES. THIS DOCUMENT IS INTENDED SOLELY TO FACILITATE DISCUSSIONS AMONG THE PARTIES IDENTIFIED HEREIN. IT IS NOT |
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| January 19, 2021 |
Remedy Partners, Inc. 2019 Equity Incentive Plan EX-10.6 Exhibit 10.6 REMEDY PARTNERS, INC. 2019 EQUITY INCENTIVE PLAN 1. DEFINED TERMS Exhibit A, which is incorporated by reference, defines the terms used in the Plan and includes certain operational rules related to those terms. 2. PURPOSE The purpose of this Plan is to promote the interests of the Company and its Affiliates by (i) attracting and retaining exceptional Employees and directors of |
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| January 19, 2021 |
EX-10.31 Exhibit 10.31 Execution Version FIFTH AMENDMENT TO CREDIT AGREEMENT This FIFTH AMENDMENT dated as of December 7, 2020 (this “Fifth Amendment”) to the Credit Agreement referred to below by and among Cure Intermediate 3, LLC (f/k/a Chloe Ox Intermediate 3, LLC and Ox Parent, LLC), a Delaware limited liability company (“Holdings”), Signify Health, LLC (f/k/a Chloe Ox Parent, LLC and Cure Bor |
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| January 19, 2021 |
Powers of attorney (included on signature page to the registration statement) S-1 Table of Contents As filed with the Securities and Exchange Commission on January 19, 2021 Registration No. |
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| January 19, 2021 |
EX-10.20 Exhibit 10.20 AMENDMENT NO. 1 TO CONSULTING AGREEMENT This Amendment No. 1 to the Consulting Agreement, dated as of June 18, 2020 (this “Amendment”), is entered into by and between Chloe Ox Holdings, LLC, now known as Cure TopCo, LLC, a Delaware limited liability company (the “Company”) and Eir Partners, LLC, a Delaware limited liability company (“Consultant”). Capitalized terms used but |
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| January 19, 2021 |
EX-10.13 Exhibit 10.13 Cure Aggregator, LLC Dear Tad, We are pleased to present you with this Incentive Unit Award Agreement, with the terms and conditions as set forth below (the “Supplemental Provisions”) and in Annex A, which are incorporated into the Supplemental Provisions by reference (the “Terms Agreement,” collectively with the Supplemental Provisions, this “Unit Agreement”) between yourse |
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| January 19, 2021 |
EX-10.16 Exhibit 10.16 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”), is made and entered into as of April 23, 2018, by and between Chloe Ox Holdings, LLC, a Delaware limited liability company (the “Company”), and Bradford Kyle Armbrester (the “Executive”). RECITALS WHEREAS, the Company wishes to employ the Executive; WHEREAS, the Company and the Executive wish to set forth the |
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| January 19, 2021 |
EX-10.23 Exhibit 10.23 Privileged & Confidential Cure Aggregator, LLC Dear Vivian, We are pleased to present you with this Incentive Unit Award Agreement, with the terms and conditions as set forth below (the “Supplemental Provisions”) and in Annex A, which are incorporated into the Supplemental Provisions by reference (the “Terms Agreement,” collectively with the Supplemental Provisions, this “Un |
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| January 19, 2021 |
Consulting Agreement between Cure TopCo, LLC and Kevin McNamara, dated November 23, 2020 EX-10.24 Exhibit 10.24 Cure TopCo, LLC c/o Signify Health, LLC 800 Connecticut Avenue Norwalk, CT 06854 November 23, 2020 Mr. Kevin M. McNamara Dear Kevin: I am pleased to formally confirm the terms and conditions of your service on the Board of Directors (the “Board”) of Cure TopCo, LLC, a Delaware limited liability company formerly known as Chloe Ox Holdings, LLC (the “Company”), and your provis |
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| January 19, 2021 |
EX-10.30 Exhibit 10.30 FOURTH AMENDMENT TO CREDIT AGREEMENT This FOURTH AMENDMENT dated as of November 17, 2020 (this “Fourth Amendment”) to the Credit Agreement referred to below by and among Cure Intermediate 3, LLC (f/k/a Chloe Ox Intermediate 3, LLC and Ox Parent, LLC), a Delaware limited liability company (“Holdings”), Signify Health, LLC (f/k/a Chloe Ox Parent, LLC and Cure Borrower, LLC), a |
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| January 19, 2021 |
EX-10.33 Exhibit 10.33 THIS EQUITY APPRECIATION FEE RIGHT AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATED TO ANY THIRD-PARTY FINANCING ARRANGEMENT TO WHICH THE COMPANY OR ANY OF ITS SUBSIDIARIES IS OR MAY BECOME SUBJECT (INCLUDING THE CREDIT AGREEMENT (AS DEFINED BELOW)). 2020 EQUITY APPRECIATION FEE RIGHT AGREEMENT This 2020 Equity Appreciation Fee Right Agreement (this “Agreemen |
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| January 19, 2021 |
EX-10.9 Exhibit 10.9 NEW REMEDY CORP. NOTICE OF SUBSTITUTE NON-STATUTORY STOCK OPTION GRANT New Remedy Corp., a Delaware corporation and successor-in-interest to Remedy Partners, Inc. (“New Remedy” or the “Company”), pursuant to the terms of the Plan set forth below (the “Plan”), hereby grants to Participant identified below on the date set forth below (the “Date of Grant”) an option (a “Stock Opt |
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| January 19, 2021 |
EX-10.35 Exhibit 10.35 AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT by and among NEW REMEDY CORP. REMEDY ACQUISITION, L.P. and THE OTHER STOCKHOLDERS (AS DEFINED HEREIN) Dated as of November 26, 2019 TABLE OF CONTENTS Page 1. DEFINITIONS 2 1.1. Definitions 2 2. VOTING AGREEMENT 2 2.1. Size of the Board of Directors 2 2.2. Election of Directors 2 2.3. Director Expenses 3 2.4. Significant Transactio |
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| January 19, 2021 |
EX-10.19 Exhibit 10.19 CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (this “Agreement”) is made effective as of March 7, 2019 (the “Effective Date”), by and between Chloe Ox Holdings, LLC, a Delaware limited liability company (the “Company”), and Eir Partners, LLC, a Delaware limited liability company (“Consultant”). RECITALS: WHEREAS, the Company desires to explore opportunities to enter into a |
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| January 19, 2021 |
EX-10.15 Exhibit 10.15 Dear Kyle, We are pleased to present you with this Incentive Unit Award Agreement, with the terms and conditions as set forth below (the “Supplemental Provisions”) and in Annex A, which are incorporated into the Supplemental Provisions by reference (the “Terms Agreement,” collectively with the Supplemental Provisions, this “Unit Agreement”) between yourself, as the Grantee, |
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| January 19, 2021 |
EX-10.12 Exhibit 10.12 Dear [Name] We are pleased to present you with this Incentive Unit Award and Contribution Agreement, with the terms and conditions as set forth below (the “Supplemental Provisions”) and in Annex A, which are incorporated into the Supplement Provisions by reference (the “Terms Agreement,” collectively with the Supplemental Provisions, this “Unit Agreement”) between yourself, |
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| January 19, 2021 |
Letter Agreement between Cure TopCo, LLC and Taj Clayton, dated June 28, 2020 EX-10.22 Exhibit 10.22 June 28, 2020 BY ELECTRONIC MAIL Dear Taj, I am pleased to formally confirm our offer to you to join the Board of Directors (the “Board”) of Cure TopCo, LLC, a Delaware limited liability company formerly known as Chloe Ox Holdings, LLC (the “Company”), in accordance with the terms and conditions described in this offer letter. We are excited about adding your experience and |
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| January 19, 2021 |
EX-10.27 Exhibit 10.27 FIRST AMENDMENT TO CREDIT AGREEMENT This FIRST AMENDMENT dated as of June 22, 2018 (this “First Amendment”) to the Credit Agreement referred to below by and among Chloe Ox Intermediate 3, LLC, a Delaware limited liability company (“Holdings”), Chloe Ox Parent, LLC, a Delaware limited liability company (the “Borrower”), the other Guarantors from time to time party hereto from |
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| January 19, 2021 |
EX-10.14 Exhibit 10.14 Dear [NAME], We are pleased to present you with this Incentive Unit Award Agreement, with the terms and conditions as set forth below (the “Supplemental Provisions”) and in Annex A, which are incorporated into the Supplemental Provisions by reference (the “Terms Agreement,” collectively with the Supplemental Provisions, this “Unit Agreement”) between yourself, as the Grantee |
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| January 19, 2021 |
EX-10.17 Exhibit 10.17 November 1, 2019 Tad Kendall Dear Tad: This letter (the “Agreement”) will confirm our offer to you of employment with Remedy BCPI Partners, LLC (the “Company”), under the terms and conditions that follow. 1. Position and Duties. (a) Effective as of November 11, 2019 (the “Start Date”), you will be employed by the Company, on a full-time basis, as its Chief Revenue Officer, a |
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| January 19, 2021 |
EX-10.26 Exhibit 10.26 EXECUTION VERSION CREDIT AGREEMENT Dated as of December 21, 2017 among CHLOE OX INTERMEDIATE 3, LLC, as Holdings, CHLOE OX PARENT, LLC, as Borrower, THE OTHER GUARANTORS PARTY HERETO FROM TIME TO TIME, UBS AG, STAMFORD BRANCH, as Administrative Agent and Collateral Agent, and THE LENDERS PARTY HERETO FROM TIME TO TIME UBS SECURITIES LLC, and DEUTSCHE BANK SECURITIES INC., as |
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| January 19, 2021 |
EX-10.28 Exhibit 10.28 SECOND AMENDMENT TO CREDIT AGREEMENT This SECOND AMENDMENT dated as of April 23, 2019 (this “Second Amendment”) to the Credit Agreement referred to below by and among Chloe Ox Intermediate 3, LLC, a Delaware limited liability company (“Holdings”), Signify Health, LLC (f/k/a Chloe Ox Parent, LLC), a Delaware limited liability company (the “Borrower”), the other Guarantors fro |
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| January 19, 2021 |
EX-10.11 Exhibit 10.11 INCENTIVE UNIT AWARD AND CONTRIBUTION AGREEMENT THIS INCENTIVE UNIT AWARD AND CONTRIBUTION AGREEMENT (this “Unit Agreement”), effective as of the date of grant set forth on Exhibit 1 hereto (the “Date of Grant”), is between Chloe Ox Holdings, LLC, a Delaware limited liability company (the “Chloe”), Chloe Ox Aggregator, LLC, a Delaware limited liability company (the “Company” |
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| January 19, 2021 |
EX-10.29 Exhibit 10.29 EXECUTION VERSION THIRD AMENDMENT TO CREDIT AGREEMENT This THIRD AMENDMENT dated as of December 9, 2019 (this “Third Amendment”) to the Credit Agreement referred to below by and among Cure Intermediate 3, LLC (f/k/a Chloe Ox Intermediate 3, LLC), a Delaware limited liability company (“Holdings”), Cure Borrower, LLC (f/k/a Signify Health, LLC), a Delaware limited liability co |
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| January 19, 2021 |
EX-21.1 Exhibit 21.1 Subsidiaries of the Registrant Entity Name Jurisdiction of Organization Cure TopCo, LLC Delaware Cure Intermediate 1, LLC Delaware Cure Intermediate 2, LLC Delaware Cure Intermediate 3, LLC Delaware Signify Health, Inc. Signify Health, LLC Delaware Delaware Signify Home & Community Care, LLC Delaware Censeo Health LLC Delaware TAV Health, LLC Delaware Drynachan, LLC (d/b/a Adv |
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| January 19, 2021 |
Employment Agreement between Remedy BPCI Partners, LLC and Steve Senneff, dated February 4, 2019 EX-10.18 Exhibit 10.18 February 2, 2019 By Email Delivery Steve Senneff Dear Steve: This letter (the “Agreement”) will confirm our offer to you of employment with Remedy BCPI Partners, LLC (the “Company”), under the terms and conditions that follow. 1. Position and Duties. (a) Effective as of February (18, 2019 (the “Start Date”), you will be employed by the Company, on a full-time basis, as its C |
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| January 19, 2021 |
EX-10.36 Exhibit 10.36 SEVERANCE AGREEMENT AND GENERAL RELEASE This Severance Agreement and General Release (the “Agreement”) is hereby entered into as of January 19, 2021 by and between Peter Tad Kendall (“Executive”) and Remedy BPCI Partners, LLC, a Delaware limited liability company (the “Company”). WHEREAS, Executive has been employed by the Company in an at-will employment relationship; WHERE |
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| January 19, 2021 |
New Remedy Corp. Amended and Restated 2019 Equity Incentive Plan EX-10.8 Exhibit 10.8 NEW REMEDY CORP. AMENDED AND RESTATED 2019 EQUITY INCENTIVE PLAN (formerly known as the Remedy Partners, Inc. 2019 Equity Incentive Plan) 1. DEFINED TERMS Exhibit A, which is incorporated by reference, defines the terms used in the Plan and includes certain operational rules related to those terms. 2. PURPOSE The purpose of this Plan is to promote the interests of the Company |
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| January 19, 2021 |
EX-10.21 Exhibit 10.21 CHLOE OX HOLDINGS, LLC February 9, 2018 Mr. Brandon Hull Re: Board of Managers Appointment Agreement Dear Mr. Hull: On behalf of Chloe Ox Holdings, LLC (the “Company”), we welcome and thank you for agreeing to serve as a member of the Board of Managers of the Company (the “Board”). Board Arrangements. Commencing as of no later than the date hereof (the “Effective Date”), you |
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| December 30, 2020 |
Exhibit 10.35 AMENDED AND RESTATED STOCKHOLDERS? AGREEMENT by and among NEW REMEDY CORP. REMEDY ACQUISITION, L.P. and THE OTHER STOCKHOLDERS (AS DEFINED HEREIN) Dated as of November 26, 2019 TABLE OF CONTENTS Page 1. DEFINITIONS 2 1.1. Definitions 2 2. VOTING AGREEMENT 2 2.1. Size of the Board of Directors 2 2.2. Election of Directors 2 2.3. Director Expenses 3 2.4. Significant Transactions 4 2.5. |
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| December 30, 2020 |
FIRST AMENDMENT TO CREDIT AGREEMENT Exhibit 10.27 FIRST AMENDMENT TO CREDIT AGREEMENT This FIRST AMENDMENT dated as of June 22, 2018 (this ?First Amendment?) to the Credit Agreement referred to below by and among Chloe Ox Intermediate 3, LLC, a Delaware limited liability company (?Holdings?), Chloe Ox Parent, LLC, a Delaware limited liability company (the ?Borrower?), the other Guarantors from time to time party hereto from time to |
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| December 30, 2020 |
Exhibit 10.22 June 28, 2020 BY ELECTRONIC MAIL Dear Taj, I am pleased to formally confirm our offer to you to join the Board of Directors (the ?Board?) of Cure TopCo, LLC, a Delaware limited liability company formerly known as Chloe Ox Holdings, LLC (the ?Company?), in accordance with the terms and conditions described in this offer letter. We are excited about adding your experience and depth of |
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| December 30, 2020 |
EQUITY APPRECIATION FEE RIGHT AGREEMENT Exhibit 10.32 THIS EQUITY APPRECIATION FEE RIGHT AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATED TO ANY THIRD-PARTY FINANCING ARRANGEMENT TO WHICH THE COMPANY OR ANY OF ITS SUBSIDIARIES IS OR MAY BECOME SUBJECT (INCLUDING THE CREDIT AGREEMENT (AS DEFINED BELOW)). EQUITY APPRECIATION FEE RIGHT AGREEMENT This Equity Appreciation Fee Right Agreement (this ?Agreement?) is entered into |
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| December 30, 2020 |
FIFTH AMENDMENT TO CREDIT AGREEMENT Exhibit 10.31 Execution Version FIFTH AMENDMENT TO CREDIT AGREEMENT This FIFTH AMENDMENT dated as of December 7, 2020 (this ?Fifth Amendment?) to the Credit Agreement referred to below by and among Cure Intermediate 3, LLC (f/k/a Chloe Ox Intermediate 3, LLC and Ox Parent, LLC), a Delaware limited liability company (?Holdings?), Signify Health, LLC (f/k/a Chloe Ox Parent, LLC and Cure Borrower, LL |
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| December 30, 2020 |
SECOND AMENDMENT TO CREDIT AGREEMENT Exhibit 10.28 SECOND AMENDMENT TO CREDIT AGREEMENT This SECOND AMENDMENT dated as of April 23, 2019 (this ?Second Amendment?) to the Credit Agreement referred to below by and among Chloe Ox Intermediate 3, LLC, a Delaware limited liability company (?Holdings?), Signify Health, LLC (f/k/a Chloe Ox Parent, LLC), a Delaware limited liability company (the ?Borrower?), the other Guarantors from time to |
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| December 30, 2020 |
Exhibit 10.15 Dear Kyle, We are pleased to present you with this Incentive Unit Award Agreement, with the terms and conditions as set forth below (the ?Supplemental Provisions?) and in Annex A, which are incorporated into the Supplemental Provisions by reference (the ?Terms Agreement,? collectively with the Supplemental Provisions, this ?Unit Agreement?) between yourself, as the Grantee, Cure Aggr |
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| December 30, 2020 |
Exhibit 10.8 NEW REMEDY CORP. AMENDED AND RESTATED 2019 EQUITY INCENTIVE PLAN (formerly known as the Remedy Partners, Inc. 2019 Equity Incentive Plan) 1. DEFINED TERMS Exhibit A, which is incorporated by reference, defines the terms used in the Plan and includes certain operational rules related to those terms. 2. PURPOSE The purpose of this Plan is to promote the interests of the Company and its |
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| December 30, 2020 |
Exhibit 10.34 EXECUTION VERSION COMBINATION AGREEMENT by and between REMEDY PARTNERS, INC. and CHLOE OX HOLDINGS, LLC Dated: November 14, 2019 NO AGREEMENT, ORAL OR WRITTEN, REGARDING OR RELATING TO ANY OF THE MATTERS COVERED BY THIS DOCUMENT HAS BEEN ENTERED INTO BETWEEN THE PARTIES. THIS DOCUMENT IS INTENDED SOLELY TO FACILITATE DISCUSSIONS AMONG THE PARTIES IDENTIFIED HEREIN. IT IS NOT INTENDED |
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| December 30, 2020 |
AMENDMENT NO. 1 TO CONSULTING AGREEMENT Exhibit 10.20 AMENDMENT NO. 1 TO CONSULTING AGREEMENT This Amendment No. 1 to the Consulting Agreement, dated as of June 18, 2020 (this ?Amendment?), is entered into by and between Chloe Ox Holdings, LLC, now known as Cure TopCo, LLC, a Delaware limited liability company (the ?Company?) and Eir Partners, LLC, a Delaware limited liability company (?Consultant?). Capitalized terms used but not defin |
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| December 30, 2020 |
Exhibit 10.17 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (this ?Agreement?), is entered into as of May 15, 2020 (the ?Effective Date?) by and between Cure TopCo, LLC, a Delaware limited liability company (the ?Company?), and David Pierre (the ?Executive? and, together with the Company, the ?Parties? and each a ?Party?). RECITALS WHEREAS, the Parties desire to enter into this Agreement to set forth |
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| December 30, 2020 |
Exhibit 10.14 Dear [NAME], We are pleased to present you with this Incentive Unit Award Agreement, with the terms and conditions as set forth below (the ?Supplemental Provisions?) and in Annex A, which are incorporated into the Supplemental Provisions by reference (the ?Terms Agreement,? collectively with the Supplemental Provisions, this ?Unit Agreement?) between yourself, as the Grantee, Cure Ag |
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| December 30, 2020 |
Exhibit 10.12 Dear [Name] We are pleased to present you with this Incentive Unit Award and Contribution Agreement, with the terms and conditions as set forth below (the ?Supplemental Provisions?) and in Annex A, which are incorporated into the Supplement Provisions by reference (the ?Terms Agreement,? collectively with the Supplemental Provisions, this ?Unit Agreement?) between yourself, as the Gr |
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| December 30, 2020 |
NEW REMEDY CORP. NOTICE OF SUBSTITUTE NON-STATUTORY STOCK OPTION GRANT Exhibit 10.9 NEW REMEDY CORP. NOTICE OF SUBSTITUTE NON-STATUTORY STOCK OPTION GRANT New Remedy Corp., a Delaware corporation and successor-in-interest to Remedy Partners, Inc. (?New Remedy? or the ?Company?), pursuant to the terms of the Plan set forth below (the ?Plan?), hereby grants to Participant identified below on the date set forth below (the ?Date of Grant?) an option (a ?Stock Option?) to |
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| December 30, 2020 |
THIRD AMENDMENT TO CREDIT AGREEMENT Exhibit 10.29 EXECUTION VERSION THIRD AMENDMENT TO CREDIT AGREEMENT This THIRD AMENDMENT dated as of December 9, 2019 (this ?Third Amendment?) to the Credit Agreement referred to below by and among Cure Intermediate 3, LLC (f/k/a Chloe Ox Intermediate 3, LLC), a Delaware limited liability company (?Holdings?), Cure Borrower, LLC (f/k/a Signify Health, LLC), a Delaware limited liability company (th |
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| December 30, 2020 |
Cure TopCo, LLC c/o Signify Health, LLC 800 Connecticut Avenue Norwalk, CT 06854 Exhibit 10.24 Cure TopCo, LLC c/o Signify Health, LLC 800 Connecticut Avenue Norwalk, CT 06854 November 23, 2020 Mr. Kevin M. McNamara Dear Kevin: I am pleased to formally confirm the terms and conditions of your service on the Board of Directors (the ?Board?) of Cure TopCo, LLC, a Delaware limited liability company formerly known as Chloe Ox Holdings, LLC (the ?Company?), and your provision of co |
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| December 30, 2020 |
2020 EQUITY APPRECIATION FEE RIGHT AGREEMENT Exhibit 10.33 THIS EQUITY APPRECIATION FEE RIGHT AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATED TO ANY THIRD-PARTY FINANCING ARRANGEMENT TO WHICH THE COMPANY OR ANY OF ITS SUBSIDIARIES IS OR MAY BECOME SUBJECT (INCLUDING THE CREDIT AGREEMENT (AS DEFINED BELOW)). 2020 EQUITY APPRECIATION FEE RIGHT AGREEMENT This 2020 Equity Appreciation Fee Right Agreement (this ?Agreement?) is en |
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| December 30, 2020 |
New York Northern California Washington DC S?o Paulo London Paris Madrid Hong Kong Beijing Tokyo Davis Polk & Wardwell LLP 212 450 4000 tel 450 Lexington Avenue New York, NY 10017 December 30, 2020 Re: Signify Health, Inc. |
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| December 30, 2020 |
INCENTIVE UNIT AWARD AND CONTRIBUTION AGREEMENT Exhibit 10.13 INCENTIVE UNIT AWARD AND CONTRIBUTION AGREEMENT THIS INCENTIVE UNIT AWARD AND CONTRIBUTION AGREEMENT (this ?Unit Agreement?), effective as of the date of grant set forth on Exhibit 1 hereto (the ?Date of Grant?), is between Chloe Ox Holdings, LLC, a Delaware limited liability company (the ?Chloe?), Chloe Ox Aggregator, LLC, a Delaware limited liability company (the ?Company?) and the |
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| December 30, 2020 |
REMEDY PARTNERS, INC. 2019 EQUITY INCENTIVE PLAN Exhibit 10.6 REMEDY PARTNERS, INC. 2019 EQUITY INCENTIVE PLAN 1. DEFINED TERMS Exhibit A, which is incorporated by reference, defines the terms used in the Plan and includes certain operational rules related to those terms. 2. PURPOSE The purpose of this Plan is to promote the interests of the Company and its Affiliates by (i) attracting and retaining exceptional Employees and directors of, and co |
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| December 30, 2020 |
Exhibit 10.16 EMPLOYMENT AGREEMENT This Employment Agreement (the ?Agreement?), is made and entered into as of April 23, 2018, by and between Chloe Ox Holdings, LLC, a Delaware limited liability company (the ?Company?), and Bradford Kyle Armbrester (the ?Executive?). RECITALS WHEREAS, the Company wishes to employ the Executive; WHEREAS, the Company and the Executive wish to set forth the terms and |
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| December 30, 2020 |
As confidentially submitted to the Securities and Exchange Commission on December 30, 2020 Table of Contents As confidentially submitted to the Securities and Exchange Commission on December 30, 2020 Registration No. |
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| December 30, 2020 |
CHLOE OX HOLDINGS, LLC February 9, 2018 Exhibit 10.21 CHLOE OX HOLDINGS, LLC February 9, 2018 Mr. Brandon Hull Re: Board of Managers Appointment Agreement Dear Mr. Hull: On behalf of Chloe Ox Holdings, LLC (the ?Company?), we welcome and thank you for agreeing to serve as a member of the Board of Managers of the Company (the ?Board?). Board Arrangements. Commencing as of no later than the date hereof (the ?Effective Date?), you will be |
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| December 7, 2020 |
New York Northern California Washington DC S?o Paulo London Paris Madrid Hong Kong Beijing Tokyo Davis Polk & Wardwell LLP 212 450 4000 tel 450 Lexington Avenue New York, NY 10017 December 7, 2020 Re: Signify Health, Inc. |
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| December 7, 2020 |
As confidentially submitted to the Securities and Exchange Commission on December 7, 2020 Table of Contents As confidentially submitted to the Securities and Exchange Commission on December 7, 2020 Registration No. |
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| October 20, 2020 |
As confidentially submitted to the Securities and Exchange Commission on October 19, 2020 Table of Contents As confidentially submitted to the Securities and Exchange Commission on October 19, 2020 Registration No. |
