8-K
SelectQuote, Inc. (SLQT)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________
Form 8-K
Current Report
_______________
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 23, 2020
SELECTQUOTE, INC.
(Exact name of registrant as specified in its charter)
_____________
Commission file number: 001-39295
| Delaware | 94-3339273 |
|---|---|
| (State of incorporation) | (I.R.S. Employer Identification No.) |
| 6800 West 115th Street, Suite 2511 | |
| Overland Park, Kansas | 66211 |
| (Address of principal executive offices) | (Zip Code) |
(913) 599-9225
(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:
| | Written communications 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 Act:
| Title of each class: Common Stock | Trading Symbol | Name of each exchange on which registered |
|---|---|---|
| $0.01 par value | SLQT | 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. |
|---|
(a) On September 23, 2020, Donald Britton, a Class I member of the Board of Directors (the “Board”) of SelectQuote, Inc. (the “Company”), notified the Company of his resignation from the Board effective on such date. Mr. Britton’s resignation was not the result of any disagreement with the Company on any matter relating to its operations, policies or practices.
(e) On September 23, 2020, the Board appointed Kavita K. Patel as a Class I member of the Board. Dr. Patel’s term began upon her appointment and will run through the Company’s annual meeting of stockholders in 2020. Further on September 23, 2020, the Board appointed Dr. Patel to the Nominating and Governance Committee of the Board. Since February 2011, Dr. Patel has been a Nonresident Fellow in the Department of Economic Studies at The Brookings Institution in Washington, DC. Since March 2020, she has been a practicing primary care physician at Mary’s Center, a federally-qualified Health Center in Washington, DC. From August 2011 to August 2019, she was a practicing primary care physician at Johns Hopkins Medicine in Baltimore.
Dr. Patel will be compensated on the same basis as all other non-management Directors of the Company. Compensation for non-management directors is described each year in the Company’s Proxy Statement under “Director Compensation”. Dr. Patel is not and has not been involved in any related-party transactions with the Company required to be disclosed under Item 404 of Regulation S-K, and does not have any family relationships with any other director, executive officer, or any persons nominated for such positions.
Item 7.01 Regulation FD Disclosure.
On September 23, 2020, the Company issued a press release announcing the election of Dr. Patel to the Board. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description of Exhibit |
|---|---|
| 99.1 | Press Release dated September 23, 2020 |
SIGNATURE
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.
SELECTQUOTE, INC.
| Date: September 23, 2020 | By: /s/ Daniel Boulware |
|---|---|
| Name: Daniel "Al" Boulware | |
| Title: General Counsel and Corporate Secretary |
Document
Exhibit 99.1
SelectQuote Announces New Board Member with Strong Healthcare and Policy Credentials
Chair of Compensation Committee to Retire
OVERLAND PARK, Kan., September 23, 2020 -- SelectQuote, Inc. announced today that Dr. Kavita Patel, M.D., will join the company’s Board as an independent director effective immediately. Patel brings deep and varied experience in public health and policy, having worked on healthcare reform under President Barack Obama and serving as a Scholar at the Brookings Institution, one of the nation’s premier research groups.
“Dr. Patel’s knowledge and expertise on the U.S. healthcare system will greatly benefit our company,” said Tim Danker, CEO of SelectQuote. “She has consistently demonstrated passion for patient care throughout her career and sets an example for how we want to engage with our customers. We look forward to working closely with Dr. Patel and are confident she will be a tremendous asset to our Board of Directors.”
Dr. Patel has also served as deputy director on health to the late Senator Edward Kennedy. In addition to her health policy work, she is also a practicing primary care physician at Mary’s Center, a Federally Qualified Health Center in Washington D.C.
“I’m excited to join the SelectQuote team at such an exciting time in the company’s history,” said Dr. Patel. “SelectQuote’s commitment to customer education and service over the past 35 years make it a valued partner to Seniors navigating complex health care choices. I look forward to partnering with this team to write the next chapter in SelectQuote’s story.”
Dr. Patel will succeed Donald “Butch” Britton, who is retiring from the Board after six years of service, five of which were as Chair of the Compensation Committee.
“We would like to thank Butch for his many contributions to SelectQuote over the years,” Danker said. “He has been an instrumental member of our Board and a major contributor to many of our greatest accomplishments in recent years, including the growth of our Senior Division and becoming a publicly traded company on the New York Stock Exchange.”
Denise Devine has been appointed as the new Chair of the Compensation Committee. She is the founder and CEO of FNB Holdings, LLC, which is dedicated to the health and wellness space, and is the founder and CFO of RTM Vital Signs, LLC, an early stage medical device company.
About SelectQuote:
Founded in 1985, SelectQuote (NYSE: SLQT) provides solutions that help consumers protect their most valuable assets: their families, health and property. The company pioneered the model of providing unbiased comparisons from multiple, highly-rated insurance companies allowing consumers to choose the policy and terms that best meet their unique needs. Two foundational pillars underpin SelectQuote’s success: a force of more than 1,000 highly-trained and skilled agents who provide a consultative needs analysis for every consumer, and proprietary technology that sources and routes high-quality leads. The company has three core business lines: SelectQuote Senior, SelectQuote Life and SelectQuote Auto and Home. SelectQuote Senior, the largest and fastest-growing business, serves the needs of a demographic that sees 10,000 people turn 65 each day with a range of Medicare Advantage and Medicare
Supplement plans from 15 leading, nationally-recognized carriers, as well as prescription drug plan, dental, vision and hearing plans.
Media Contact:
Lisa Wolford
917-846-0881
lwolford@soleburytrout.com
Source: SelectQuote