Aveanna Healthcare Holdings Inc. filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits

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

Aveanna Healthcare Holdings Inc.

(Exact name of Registrant as Specified in Its Charter)

(Former Name or Former Address, if Changed Since Last Report)

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:

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

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.

On February 17, 2026, Aveanna Healthcare, LLC ("Aveanna"), a subsidiary of Aveanna Healthcare Holdings, Inc. (the "Company"), entered into a new employment agreement, effective February 17, 2026 (each, an "Employment Agreement"), with each of Jeff Shaner, the Company's President and Chief Executive Officer, Matthew Buckhalter, the Company's Chief Financial Officer, and Jerry Perchik, the Company's Chief Legal Officer and Secretary (each, an "NEO"). The Employment Agreements replace the prior employment agreements that were in place between Aveanna and each NEO.

The Employment Agreements provide for:

If the NEO is terminated by Aveanna without "Cause" or the NEO resigns for "Good Reason" outside of a "Change in Control Period" (each, as defined in the Employment Agreement), the NEO will be entitled to:

If, during a Change in Control Period, the NEO is terminated by Aveanna without Cause or the NEO resigns for Good Reason, the NEO will be entitled to:

In order to receive the foregoing severance payments and benefits, the NEO must timely execute (and not revoke) a release of claims in favor of Aveanna and its affiliates.

The term of each Employment Agreement extends until the date employment is terminated pursuant to the terms of such Employment Agreement. Each Employment Agreement provides for various customary business protection provisions, including non-competition, non-solicitation, non-disparagement, and confidentiality and non-disclosure provisions.

The foregoing summaries are qualified in their entirety by reference to the complete texts of the Employment Agreements, copies of which are attached hereto as Exhibits 99.1 through 99.3 to this Current Report on Form 8-K and are incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

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.