Current Report Filing (8-k)

MAGELLAN HEALTH INC0000019411false00000194112020-06-012020-06-01

​

​

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 1, 2020

MAGELLAN HEALTH, INC.

(Exact Name of Registrant as Specified in Charter)

​	​	​
Delaware	1-6639	58-1076937
(State or Other Jurisdiction	(Commission File	(IRS Employer
of Incorporation)	Number)	Identification No.)

​

​	​
4801 E. Washington Street	​
Phoenix, Arizona	85034
(Address of Principal Executive Offices)	(Zip Code)

​

Registrant’s telephone number, including area code: [phone]

​

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

☐	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	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.01 per share	MGLN	The NASDAQ Global Market

​

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 June 1, 2020, Magellan Health, Inc. (the “Company”) announced that Jonathan N. Rubin, Chief Financial Officer of the Company, intends to retire this year. Mr. Rubin will continue in his role as Chief Financial Officer until his successor is on-boarded to ensure a smooth transition. The Company has engaged The Ransom Group executive search firm to conduct a comprehensive search for the Company’s next Chief Financial Officer.  We thank Mr. Rubin for his many years of service to the Company and its stockholders.

​

​

​

​

​

​

​

2

​

​

​

​

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.

​

MAGELLAN HEALTH, INC.

​

​	​	​	​
Date: June 1, 2020	By:	/s/ David Haddock
​	​	Name:   David Haddock
​	​	Title:     General Counsel

​

​

​

​

3