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

June 5, 2023

(Date of earliest event reported)

LABORATORY CORPORATION OF AMERICA HOLDINGS

(Exact Name of Registrant as Specified in its Charter)

Delaware	1-11353	13-3757370
(State or other jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

358 South Main Street
Burlington,	North Carolina	27215
(Address of principal executive offices)		(Zip Code)

(Registrant’s telephone number including area code) 336-229-1127

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:

☐	Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Exchange Act.

Title of Each Class            Trading Symbol            Name of exchange on which registered

Common Stock , $0.10 par value        LH                New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).             

                                        Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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

Laboratory Corporation of America Holdings (“Labcorp”) today announced that on June 5, 2023, Labcorp’s Board of Directors (the “Board”) appointed Paul B. Rothman as a member of the Board, effective June 6, 2023. Dr. Rothman will be entitled to receive compensation for his service on the Board consistent with Labcorp’s director compensation program, as described in Labcorp's most recent proxy statement, filed with the Securities and Exchange Commission on March 30, 2023.

Dr. Rothman, a rheumatologist and molecular immunologist, recently retired after a decade as the Dean of the Medical Faculty for Johns Hopkins University School of Medicine and CEO of Johns Hopkins Medicine, during which time he oversaw both the Johns Hopkins Health System and the School of Medicine. Prior to serving at Johns Hopkins, Dr. Rothman held various leadership positions at Columbia University and the University of Iowa. Dr. Rothman holds a Bachelor in Science in biology from the Massachusetts Institute of Technology and an M.D. from Yale University, and is a member of the National Academy of Medicine, the American Academy of Arts and Sciences, the American Association for the Advancement of Sciences, the American Society for Clinical Investigation, and the Association of American Physicians. Dr. Rothman currently serves on the board of directors of Merck and Co. and the King Faisal Specialist Hospital and Research Center in Saudi Arabia.

Item 7.01 Regulation FD Disclosure

On June 7, 2023, Labcorp issued a press release announcing the appointment of Dr. Rothman. A copy of that press release is attached to this current report as Exhibit 99.1.

Item 9.01	Financial Statements and Exhibits.
Exhibit	Exhibit Name
Exhibit 99.1	Press release dated June 7, 2023 issued by Labcorp
Exhibit 104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

LABORATORY CORPORATION OF AMERICA HOLDINGS

Registrant

By:	/s/ SANDRA VAN DER VAART
	Sandra van der Vaart
	Executive Vice President, Chief Legal Officer and Corporate Secretary

June 7, 2023

EX-99.1

FOR IMMEDIATE RELEASE

Labcorp Contacts:

Media: Rachael Valdez — 336-436-8263

Media@Labcorp.com

Investors: Chas Cook — 336-436-5076

Investor@Labcorp.com

Labcorp Appoints Dr. Paul Rothman to Board of Directors

Health system executive brings three decades of medical enterprise experience to Labcorp

BURLINGTON, N.C., June 7, 2023—Labcorp (NYSE: LH), a leading global life sciences company, today announced the appointment of Dr. Paul Rothman to its Board of Directors as an independent member. Dr. Rothman’s appointment is effective June 6, 2023, at which time the Board will expand to 12 directors, 11 of whom are independent.

“I am pleased to announce Dr. Rothman’s appointment to our Board of Directors,” said Adam Schechter, chairman and chief executive officer (CEO) of Labcorp. “Dr. Rothman’s experience overseeing a global health system will help us deepen our collaborative partnerships with provider networks to support a value-based and consumer-driven future.”

Dr. Rothman is a rheumatologist and molecular immunologist who most recently served as CEO of Johns Hopkins Medicine, a $9 billion academic medical enterprise and a health system with a global reach, from July 2012 to July 2022. He is a decorated scholar and has received multiple industry awards recognizing his research, including the Pew Scholar Award, the Leukemia Society of America Scholar Award and the Pharmacia Allergy Research Foundation International Award. He currently chairs the Research Committee on the Board of Directors for Merck and Co., and also serves on the Board of the King Faisal Specialist Hospital and Research Center in Saudi Arabia. In addition, he’s a member of the National Academy of Medicine.

“Labcorp is on the cutting edge of innovation for medical testing and screening, with a strong track record of improving health outcomes for patients around the world,” said Dr. Rothman. “I’m excited to support the broad range of partnership models Labcorp offers to support hospital systems and physician organizations across the country to deliver tangible results.”

Dr. Rothman is a graduate of the Massachusetts Institute of Technology and received his medical degree from Yale University. He then trained at Columbia-Presbyterian Medical Center and accepted a postdoctoral fellowship at Columbia University.

About Labcorp

Labcorp is a leading global life sciences company that provides vital information to help doctors, hospitals, pharmaceutical companies, researchers, and patients make clear and confident decisions. Through our unparalleled diagnostics and drug development capabilities, we provide insights and accelerate innovations to improve health and improve lives. With more than 80,000 employees, we serve clients in more than 100 countries. Labcorp (NYSE: LH) reported revenue of $14.9 billion in FY2022. Learn more about us at www.Labcorp.com or follow us on LinkedIn and Twitter @Labcorp.

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Document Period End Date	Jun. 05, 2023
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City Area Code	336
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Title of 12(b) Security	Common Stock , $0.10 par value
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Entity Address, State or Province	NC
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Document Type	8-K