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    Surgery Partners Inc. filed SEC Form 8-K: Regulation FD Disclosure, Financial Statements and Exhibits

    6/17/25 8:03:23 AM ET
    $SGRY
    Hospital/Nursing Management
    Health Care
    Get the next $SGRY alert in real time by email
    sgry-20250617
    0001638833FALSE00016388332025-06-172025-06-17

    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): June 17, 2025
    Surgery Partners, Inc.
    (Exact Name of Registrant as Specified in Charter)
    Delaware001-3757647-3620923
    (State or Other Jurisdiction
    of Incorporation)
    (Commission
    File Number)
    (IRS Employer
    Identification No.)
    340 Seven Springs Way, Suite 600
    Brentwood, Tennessee 37027
    (Address of Principal Executive Offices) (Zip Code)
    (615) 234-5900
    (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 classTrading Symbol(s)Name of each exchange on which registered
    Common Stock, par value $0.01 per shareSGRYThe Nasdaq Global Select Market
    Indicate by check mark whether the registrant is an emerging growth company as defined in 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 7.01. Regulation FD Disclosure.

    On June 17, 2025, Surgery Partners, Inc. (the “Company”) issued a press release announcing that a Special Committee of independent directors of the Board (the “Independent Committee”) and Bain Capital Private Equity, LP (“Bain Capital”) have concluded discussions related to Bain Capital’s non-binding proposal to acquire all of the outstanding shares of the Company not already owned by Bain Capital (the “Proposal”). The Independent Committee, after considering the Proposal with the assistance of independent financial and legal advisors, ultimately determined that the Company's prospects to deliver long-term growth and value creation as an independent publicly traded company exceeded the value of the Proposal.

    A copy of the press release is included herein as Exhibit 99.1 and is incorporated herein by reference.
    Item 9.01. Financial Statements and Exhibits.
    (d) Exhibits:
    99.1
    Press Release dated June 17, 2025
    104Cover 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.
    SURGERY PARTNERS, INC.
    By:
    /s/ David T. Doherty
    David T. Doherty
    Executive Vice President, Chief Financial Officer
    Date: June 17, 2025

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