8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of earliest event reported): December 16, 2014

Diplomat Pharmacy, Inc.

(Exact Name of Registrant as Specified in its Charter)

Michigan
(State or Other Jurisdiction
of Incorporation) 001-36677
(Commission File Number) 38-2063100
(IRS Employer
Identification No.)

4100 S. Saginaw St.

Flint, Michigan 48507

(Address of Principal Executive Offices)  (Zip Code)

(888) 720-4450

(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 (see General Instruction A.2. below):

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

On December 16, 2014, the Board of Directors (the “Board”) of Diplomat Pharmacy, Inc. (the “Company”) increased the size of the Board from six directors to seven directors and appointed Kenneth O. Klepper as a director of the Board.  Mr. Klepper will serve as a Class II director, to serve until the 2016 annual meeting of shareholders or until such director’s earlier resignation, retirement or other termination of service.  Concurrently, Mr. Klepper was appointed to the Audit Committee of the Board, and Philip Hagerman, the Company’s Chief Executive Officer and Chairman of the Board, resigned from such Committee.  Mr. Klepper will be compensated in accordance with the non-employee director compensation program of the Board.

Kenneth O. Klepper, age 61, served as President and Chief Operating Officer of Medco Health Solutions, Inc. (NYSE: MHS), a supplier of pharmacy benefit management, mail order and specialty pharmacy services, from March 2006 until the April 2012 acquisition of Medco by Express Scripts, Inc. He joined Medco in June 2003 and served as Executive Vice President, Chief Operating Officer from June 2003 through March 2006.  Previously, Mr. Klepper was employed by WellChoice, Inc. (NYSE: WC), a health insurance company and parent of Empire Blue Cross Blue Shield of New York, where he held the positions of Senior Vice President, Process Champion from March 1995 to August 1999 and Senior Vice President for Systems, Technology and Infrastructure from August 1999 to April 2003.  From 1991 to 1995, Mr. Klepper served in management roles at CIGNA Health Care.  Mr. Klepper is a member of the Defense Business Board and the Chief of Naval Operations Executive Panel, where he has served four CNOs. He also serves on the Board of Directors at the United States Naval Institute.

Mr. Klepper has extensive operating, compliance, technology, financial, and accounting experience and expertise from his various employment.  In particular, his services as an executive for over 20 years in the healthcare industry, including six years as a leading executive for a provider of specialty pharmaceutical services, provides him critical industry insight and related operations, strategic, marketing, acquisition and senior leadership expertise.  Mr. Klepper also has over 17 years of serving in executive roles for public reporting companies, from which he has expertise in finance, financial reporting, accounting, corporate governance, compensation, risk management and healthcare matters.

A copy of the Company’s news release announcing the foregoing matters is attached hereto as Exhibit 99.1.

Item 9.01Financial Statements and Exhibits.

(d)Exhibits

Exhibit 99.1Company news release dated December 17, 2014

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Diplomat Pharmacy, Inc.
By:	/s/ Sean M. Whelan
	Sean M. Whelan
	Chief Financial Officer

Date: December 17, 2014

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EXHIBIT INDEX

No.	Description
99.1	Company news release dated December 17, 2014

4

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE:	CONTACT:
December 17, 2014
	INVESTOR CONTACT:
	Bob East, Westwicke Partners
	443.213.0500 | diplomat@westwicke.com
	MEDIA CONTACT:
	Jenny Cretu, Diplomat
	810.768.9370 | jcretu@diplomat.is

Kenneth O. Klepper appointed to Diplomat Board of Directors

FLINT, Mich. — Diplomat Pharmacy, Inc. (NYSE: DPLO), the nation’s largest independent specialty pharmacy, has announced the appointment of Kenneth Klepper to the Board of Directors on Dec. 16, 2014. Mr. Klepper will serve as an independent director and the appointment increases the size of the Board from six directors to seven. Concurrently, Mr. Klepper was appointed to the Audit Committee of the Board, and Philip Hagerman, Diplomat CEO and Chairman of the Board, resigned from the Audit Committee.

Mr. Klepper has a diverse background of experience in executive leadership positions. From 2003 to 2012, Mr. Klepper served in several executive positions with Medco Health Solutions, culminating as president and chief operating officer. Under his leadership, the Fortune 500 company achieved many financial and industry recognitions.

From 1995 to 2003, Mr. Klepper was employed by WellChoice, Inc. (NYSE: WC), a health insurance company and parent of Empire Blue Cross Blue Shield of New York, where he held the positions of Senior Vice President, Process Champion from March 1995 to August 1999 and Senior Vice President for Systems, Technology and Infrastructure from August 1999 to April 2003. He was involved in the financial turnaround of the organization, which lead to rapid growth and a successful IPO in 2002. During his time with Empire, Mr. Klepper was responsible for disaster recovery after the Sept. 11, 2001 attacks on the World Trade Center. His efforts to guide the company to overcome the disaster and recover with minimal lasting disruption to operations were highlighted in a case study from Harvard entitled “The Worst that Could Happen.”

Prior to joining Empire, Mr. Klepper served at CIGNA Health Care from 1991—1995, where he was responsible for establishing the practice of business process quality management for the company’s California operations. Previous to CIGNA, Mr. Klepper spent 19 years in the energy industry, which provided a unique understanding of the

intersection of critical process management, advanced computer control and industrial scale operations.

“Kenneth Klepper is a valuable addition to Diplomat’s Board of Directors,” said Phil Hagerman, co-founder and CEO of Diplomat. “Kenneth brings significant expertise in many areas including, but not limited to, health plans, specialty pharmacy and technology. His experience aligns with the Board’s desire to support Diplomat’s growth.”

Mr. Klepper also serves as a member of the Defense Business Board, the Chief of Naval Operations Executive Panel and the United States Naval Institute Board of Directors.

To learn more, visit diplomat.is.

About Diplomat

Diplomat (NYSE: DPLO) serves patients and physicians in all 50 states. Headquartered in Flint, Michigan, the company focuses on medication management programs for people with complex chronic diseases, including oncology, immunology, hepatitis, multiple sclerosis, HIV, specialized infusion therapy and many other serious or long-term conditions. Diplomat opened its doors in 1975 as a neighborhood pharmacy with one essential tenet: “Take good care of patients, and the rest falls into place.” Today, that tradition continues — always focused on improving patient care and clinical adherence. For more information visit www.diplomat.is. Follow us on Twitter and LinkedIn and like us on Facebook.

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