{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-23-291674","form_type":"8-K","ticker":null,"cik":"0001124804","company_name":"Veradigm Inc.","filed_at":"2023-12-08T23:59:59+00:00","discovered_at":"2026-05-14T18:03:28.291227+00:00","generated_at":"2026-06-07T15:25:44.120620+00:00","sec_items":["5.02","5.03","7.01","9.01"],"event_type":"leadership","sentiment":"negative","materiality_score":0.85,"calibrated_materiality_score":0.85,"confidence":"high","headline":"Veradigm CEO and CFO resign amid financial investigation; interim leaders appointed","bullets":["CEO Richard Poulton and CFO Leah Jones resigned at Board request due to ongoing audit committee investigation into financial reporting and internal controls.","Board appoints P. Gregory Garrison as Executive Chairman, Dr. Shih-Yin Ho as interim CEO, and Lee Westerfield as interim CFO, effective Dec 7, 2023.","Potential impact of investigation on prior-period financials under review; FY2023 guidance under review by new leadership.","Company reaffirms previously disclosed ~$20M revenue reduction estimate for 2020-2022 from certain revenue recognition practices.","Bylaws amended to allow Board to appoint a Chairman who may not be independent."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-23-291674","json":"https://secwatch.observer/filing/0001193125-23-291674.json","markdown":"https://secwatch.observer/filing/0001193125-23-291674.md","text":"https://secwatch.observer/filing/0001193125-23-291674.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1124804/000119312523291674/0001193125-23-291674-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1124804/000119312523291674/d626803d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-07T15:25:44.120620+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"58cb091f22","claim":"Dr. Shih-Yin Ho was appointed as Interim Chief Executive Officer at Veradigm Inc..","evidence_excerpt":"appointed current director, Dr. Shih-Yin Ho, as Interim Chief Executive Officer","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1124804/000119312523291674/0001193125-23-291674-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Interim Chief Executive Officer"}],"fact_type":"executive_change"},{"claim_id":"66223b54f3","claim":"Carol J. Zierhoffer was appointed as Lead Independent Director at Veradigm Inc..","evidence_excerpt":"Following Mr. Garrison’s appointment as Executive Chairman, Carol J. Zierhoffer was appointed as Lead Independent Director.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1124804/000119312523291674/0001193125-23-291674-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Lead Independent Director"}],"fact_type":"executive_change"},{"claim_id":"8b7a8716ab","claim":"P. Gregory Garrison was appointed as Executive Chairman at Veradigm Inc..","evidence_excerpt":"the Board appointed current Chairman of the Board, P. Gregory Garrison, as Executive Chairman of the Board","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1124804/000119312523291674/0001193125-23-291674-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Executive Chairman"}],"fact_type":"executive_change"},{"claim_id":"dc3c485ff0","claim":"Leland Westerfield was appointed as Interim Chief Financial Officer at Veradigm Inc..","evidence_excerpt":"Leland Westerfield will serve the Company as Interim Chief Financial Officer and will serve as the Company’s principal financial officer and principal accounting officer, effective December 7, 2023.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1124804/000119312523291674/0001193125-23-291674-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Interim Chief Financial Officer"}],"fact_type":"executive_change"},{"claim_id":"9c3c45f4053710e1312e5297136050961d45f4d6","claim":"Veradigm Inc.: Amended bylaws to allow Board to appoint a Chairman who may or may not be an independent director (effective 2023-12-07).","evidence_excerpt":"Effective December 7, 2023, in connection with, and immediately prior to, the effectiveness of the appointment of Mr. Garrison as Executive Chair, the Company amended the By-Laws of the Company, as amended and restated on August 18, 2015, and as further amended on January 1, 2023 (the “Second Amendment”), to provide that the Board may appoint a Chairman who may or may not be an independent director of the Company.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1124804/000119312523291674/0001193125-23-291674-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"bylaw amendment"},{"label":"Effective","value":"2023-12-07"}],"fact_type":"governance_change"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}