-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RjPqYMLIuC0RAPMvH1iijrpus08wvhm1HjNvrxMVQcGg3RFHuL1svnxZ8m2eQkob ZD1+xwMVyuPz7m9I0eFOhg== 0000950135-07-007549.txt : 20071217 0000950135-07-007549.hdr.sgml : 20071217 20071217113349 ACCESSION NUMBER: 0000950135-07-007549 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071214 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071217 DATE AS OF CHANGE: 20071217 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ATHENAHEALTH INC CENTRAL INDEX KEY: 0001131096 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 043387530 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33689 FILM NUMBER: 071309217 BUSINESS ADDRESS: STREET 1: 311 ARSENAL STREET CITY: WATERTOWN STATE: MA ZIP: 02472 BUSINESS PHONE: 617-402-1000 MAIL ADDRESS: STREET 1: 311 ARSENAL STREET CITY: WATERTOWN STATE: MA ZIP: 02472 8-K 1 b67801aie8vk.htm ATHENAHEALTH, INC. e8vk
 

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 14, 2007
athenahealth, Inc.
 
(Exact Name of Registrant as Specified in Its Charter)
     
 
Delaware
 
(State or Other Jurisdiction of Incorporation)
     
     
001-33689   04-3387530
 
(Commission File Number)   (IRS Employer Identification No.)
     
     
311 Arsenal Street    
Watertown, Massachusetts   02472
 
(Address of Principal Executive Offices)   (Zip Code)
     
 
(781) 402-1000
 
(Registrant’s Telephone Number, Including Area Code)
     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
     
o
  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
   
o
  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
   
o
  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
   
o
  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 


 

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.
     On December 14, 2007, athenahealth, Inc. (the “Company”) announced that Todd Park will assume the role of Chief Athenista, in connection with which he will focus on long-term strategy, effective January 1, 2008. In his new role, Mr. Park will be stepping down from the senior leadership team and no longer have responsibility for day-to-day management affairs. He will continue to report to Jonathan Bush, athenahealth’s Chairman and CEO.
     Mr. Park was also appointed to the board of directors effective January 1, 2008 and will serve as a Class III director and hold office until the annual meeting of stockholders to be held in the year 2010 or until his earlier death, resignation or removal. In connection with Mr. Park’s joining the board of directors, he was awarded an option to purchase 40,000 shares of common stock. In accordance with the Company’s equity award policy, these options will be priced effective as of the first trading day in February 2008.
     In addition, the Company announced the hiring of Robert Cosinuke as Chief Marketing Officer, in which capacity he will lead the Company’s marketing and product development initiatives. Mr. Cosinuke was previously a co-founder and a regional president of Digitas, Inc. Effective January 1, 2008, Mr. Cosinuke will join the senior leadership team and report directly to Mr. Bush.
     In connection with these organizational changes, also effective January 1, 2008, each of Robert Hueber, Senior Vice President of Sales, and Nancy Brown, Senior Vice President of Business Development and Government Affairs, will join the senior leadership team, also reporting directly to Mr. Bush.
     A copy of the press release is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits
     (d) Exhibits
     
Exhibit No.   Description
99.1
  Press Release issued December 14, 2007

 


 

SIGNATURES
     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
         
    ATHENAHEALTH, INC.
 
       
 
       
Dated: December 17, 2007
  By:   /s/ Christopher E. Nolin
 
       
 
      Name: Christopher E. Nolin
 
      Title: Senior Vice President,
 
                General Counsel and Secretary

 


 

EXHIBIT INDEX
     
Exhibit No.   Description
99.1
  Press Releases issued December 14, 2007

 

EX-99.1 2 b67801aiexv99w1.htm EX-99.1 PRESS RELEASE ISSUED DECEMBER 14, 2007 exv99w1
 

Exhibit 99.1
For Immediate Release
athenahealth Announces Senior Management Addition and Changes
    Todd Park to focus on strategy as Chief Athenista; elected to Board of Directors
 
    Robert Cosinuke hired as Chief Marketing Officer
WATERTOWN, MA — December 14, 2007 — athenahealth, Inc. (NASDAQ: ATHN), a leading provider of internet-based business services to physician practices, today announced changes to the Company’s senior leadership.
Todd Park, Co-Founder and Chief Development Officer of athenahealth, will assume the new role of Chief Athenista in order to focus on long-term strategy and also will join the Board of Directors, effective January 1, 2008. In this role, Mr. Park will assess the rapidly evolving health care landscape, envision athenahealth’s place within it, and explore significant opportunities for the Company. In his new role, Mr. Park will be stepping down from the senior leadership team and out of responsibility for day-to-day management affairs. He will continue to report to Jonathan Bush, athenahealth’s Chairman and CEO.
“As Chief Athenista and as a member of our Board of Directors, Todd will be able to more readily focus on the strategic direction of athenahealth and on expanding the Company’s leadership position within the health care community,” said Jonathan Bush. “Today’s announcement highlights the Company’s continued efforts to broaden our leadership team as we grow our market position, services, and brand.”
Mr. Park commented, “I am tremendously proud of our success to date and am incredibly excited about the opportunities in front of us. We have a terrific team, a compelling vision, and a passionate commitment to making a big difference in health care. This role will enable me to focus on our long-term strategy so that we can make our vision a reality.”
athenahealth also announced that it has hired Robert Cosinuke as Chief Marketing Officer, effective January 1, 2008. In this role, Mr. Cosinuke will lead the Company’s marketing and product development initiatives. Prior to joining athenahealth, Mr. Cosinuke was a Co-Founder and a regional President of Digitas, Inc., one of the world’s leading digital marketing and media companies. He will also report to Jonathan Bush.
“Rob brings tremendous experience leading marketing programs for many of the world’s top brands and will be a major asset as we grow our network of physicians and continue to develop innovative solutions for them,” said Mr. Bush.
“I could not be more excited to join athenahealth, as I feel the company is at the forefront of changing the way medical groups conduct business and deliver care,” said Mr. Cosinuke. “athenahealth and its services have emerged as true disrupters in the ambulatory market, and I look forward to continuing to grow awareness of our brand and the power of our products.”
About athenahealth
athenahealth is a leading provider of internet-based business services for physician practices. The Company’s service

 


 

offerings are based on proprietary web-native practice management and electronic medical record (EMR) software, a continuously updated payer knowledge-base and integrated back-office service operations. For more information visit www.athenahealth.com or call (888) 652-8200.
This press release contains forward-looking statements which are made pursuant to the safe harbor provisions of Private Securities Litigation Reform Act of 1995, including statements regarding business outlook and the benefits of the Company’s service offerings. These statements are neither promises nor guarantees, and are subject to a variety of risks and uncertainties, many of which are beyond our control, which could cause actual results to differ materially from those contemplated in these forward-looking statements. In particular, the risks and uncertainties include, among other things: history of operating losses and fluctuating operating results; our variable sales and implementation sales cycles, which may result in fluctuations in our quarterly results; risk associated with our expectations regarding the timing and likelihood of achieving profitability; the highly competitive industry in which we operate and the relative immaturity of the market for our service offerings; the risk that our services offerings will not operate in the manner that we expect, including interruptions in service or errors or omissions that may occur in our rules engine and databases; and the evolving and complex government regulatory compliance environment in which we and our clients operate. Existing and prospective investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. athenahealth, Inc. undertakes no obligation to update or revise the information contained in this press release, whether as a result of new information, future events or circumstances or otherwise. For additional disclosure regarding these and other risks faced by athenahealth, Inc., see the disclosure contained in our public filings with the Securities and Exchange Commission and available on its investor relations website at http://www.athenahealth.com and on the SEC’s website at http://www.sec.gov, including athenahealth’s most recent Quarterly Report on Form 10-Q for the quarter ended September 30, 2007.
Contacts:
John Hallock (Media)
Manager, Public Affairs & Corporate Communications
athenahealth, Inc.
(617) 402-1428
media@athenahealth.com
Carl Byers (Investors)
Chief Financial Officer
athenahealth, Inc
(617) 402-1113
IR@athenahealth.com
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