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MD 8-K filings, explained
Every material Form 8-K Pediatrix Medical has filed with the SEC since December 05, 2024, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Pediatrix Medical Group reported third-quarter 2026 net revenue of $501.4 million, up 1.7% from $492.9 million a year earlier, and adjusted EPS of $0.72 versus $0.67. GAAP net income fell to $47.0 million, or $0.59 per diluted share, from $71.7 million, or $0.84, and adjusted EBITDA declined to $85.5 million from $87.3 million. The company also projects full-year 2026 adjusted EBITDA of $290 million to $300 million.
Q3 net revenue $501.4 million vs. $492.9 million in Q3 2025, up 1.7%
Q3 net income $47.0 million ($0.59 diluted EPS) vs. $71.7 million ($0.84), including a $20.9 million investment gain in the prior-year quarter
Q3 adjusted EPS $0.72 vs. $0.67; adjusted EBITDA $85.5 million vs. $87.3 million
Full-year 2026 adjusted EBITDA outlook of $290 million to $300 million
Pediatrix Medical Group reported second-quarter 2026 revenue of $487.8 million, up 4.0% from a year earlier, and net income of $39.8 million, or $0.49 per diluted share, compared with $0.46 in the prior-year quarter. The company reaffirmed its full-year 2026 Adjusted EBITDA outlook of $280 million to $300 million, though same-unit patient volume fell 2.1%.
Q2 2026 net revenue of $487.8 million, up 4.0% from $468.8 million a year earlier
Net income of $39.8 million, or $0.49 per diluted share, vs. $0.46 in Q2 2025
Adjusted EPS of $0.63 vs. $0.53; Adjusted EBITDA of $76.4 million vs. $73.2 million
Full-year 2026 Adjusted EBITDA outlook of $280 million to $300 million reaffirmed; same-unit volume down 2.1%
Pediatrix Medical Group said its General Counsel, Chief Administrative Officer and Secretary, Mary Ann E. Moore, will serve in an advisory role until October 31, 2026, when she leaves the company. The company also named David Haddock as Executive Vice President, General Counsel and Secretary, a senior legal role that shareholders may watch as the transition takes effect.
Mary Ann E. Moore's transition is a termination without cause under her employment agreement, with benefits specified in that agreement.
Moore will serve in an advisory role until October 31, 2026, under a Separation Agreement signed July 21, 2026.
David Haddock was appointed Executive Vice President, General Counsel and Secretary.
The company first reported the planned transition on May 1, 2026.
Pediatrix Medical Group said in a July 15, 2026 update on its second quarter that its payor mix stayed stable and in line with recent trends and internal expectations, and it has not seen material changes in other net revenue trends. The company reaffirmed its full year 2026 Adjusted EBITDA outlook of $280 million to $300 million, and it did not report second quarter financial results in this filing. Full results are due in a release on August 4, 2026.
Full year 2026 Adjusted EBITDA outlook reaffirmed at $280 million to $300 million
Second quarter payor mix stable and unchanged relative to recent historical trends and internal expectations
Company says it has not experienced the unfavorable payor mix shifts reported elsewhere in the healthcare sector
Investor conference call and detailed results release scheduled for August 4, 2026, at 9:00 a.m. ET
At its May 7, 2026 annual meeting, Pediatrix Medical Group's shareholders approved the Second Amended and Restated 2008 Incentive Compensation Plan, which adds 8,000,000 shares for issuance under the plan. All nine director nominees were elected, and shareholders ratified PricewaterhouseCoopers LLP as auditor and approved executive pay on an advisory basis. John M. Starcher, Jr. received notably more votes against than for, which shareholders may wish to note.
Plan approved with 65,912,243 votes for and 6,303,675 against; the plan adds 8,000,000 shares
John M. Starcher, Jr. received 46,296,745 votes for and 25,909,618 against in his director election
PricewaterhouseCoopers LLP ratified as 2026 independent auditor with 75,519,473 votes for
Pediatrix Medical Group reported first-quarter 2026 results, with net revenue of $476.2 million, up from $458.4 million a year earlier, and net income of $29.6 million, or $0.36 per diluted share, compared with $0.24 in the prior-year quarter. The company reaffirmed its full-year 2026 Adjusted EBITDA range of $280 million to $300 million, which gives shareholders a continued outlook for the year.
Q1 2026 Adjusted EBITDA was $58.2 million, compared with $49.2 million in Q1 2025.
Adjusted EPS was $0.44, compared with $0.33 in the prior-year quarter.
Same-unit volume-driven revenue decreased 1.6 percent, while reimbursement-related factors increased same-unit revenue by 4.4 percent.
Full-year 2026 Adjusted EBITDA outlook of $280 million to $300 million was reaffirmed; cash and equivalents were $205.8 million at March 31, 2026.
Pediatrix Medical Group reported fourth-quarter 2025 net income of $33.7 million, or $0.40 per diluted share, up from $0.36 a year earlier, while net revenue fell to $493.8 million from $502.4 million and Adjusted EBITDA fell to $65.8 million from $68.7 million. For full-year 2025, net income was $165.4 million, or $1.94 per share, compared with a net loss in 2024, and the company preliminarily expects 2026 Adjusted EBITDA of $280 million to $300 million.
Q4 2025 net revenue of $493.8 million vs $502.4 million in Q4 2024; same-unit revenue grew 4.0 percent, offset by practice dispositions
Q4 2025 net income of $33.7 million, or $0.40 per diluted share, vs $30.5 million, or $0.36, in Q4 2024; Adjusted EPS was $0.50 vs $0.51
Full-year 2025 net income of $165.4 million ($1.94 per share) vs a net loss of $99.1 million ($1.19 per share) in 2024
Preliminary 2026 Adjusted EBITDA outlook of $280 million to $300 million
Pediatrix Medical Group reported third-quarter 2025 net income of $71.7 million, or $0.84 per diluted share, up from $19.4 million, or $0.23, a year earlier. Net revenue fell to $492.9 million from $511.2 million, which the company attributed mainly to practice dispositions. The company raised its full-year 2025 Adjusted EBITDA outlook to a range of $270 million to $290 million.
Q3 2025 net revenue $492.9 million vs. $511.2 million a year earlier; same-unit net revenue grew 8.0 percent
Q3 2025 Adjusted EBITDA $87.3 million vs. $60.2 million; Adjusted EPS $0.67 vs. $0.44
Full-year 2025 Adjusted EBITDA now expected at $270 million to $290 million
Cash and cash equivalents $340.1 million at September 30, 2025; total debt $602 million
Pediatrix Medical Group reported second-quarter 2025 net income of $39.3 million, or $0.46 per diluted share, compared with a net loss of $153.0 million a year earlier, which included impairment charges. Net revenue fell to $468.8 million from $504.3 million, mainly due to practice dispositions, and the company raised its full-year 2025 Adjusted EBITDA outlook to a range of $245 million to $255 million from $220 million to $240 million.
Q2 2025 net revenue was $468.8 million, down from $504.3 million in Q2 2024, mainly due to practice dispositions.
Q2 2025 net income was $39.3 million, or $0.46 per diluted share, versus a net loss of $153.0 million in Q2 2024.
Q2 2025 Adjusted EPS was $0.53, compared with $0.34 a year earlier.
Full-year 2025 Adjusted EBITDA outlook raised to $245 million to $255 million from $220 million to $240 million.
Pediatrix Medical Group's board appointed Dr. Kurt Newman as an independent director, effective July 1, 2025. He is a former President and CEO of Children's National Hospital, and he has not yet been named to any board committee. The filing reports no financial results, so the change is a board composition update for shareholders.
Appointed as a director effective July 1, 2025; not yet named to any board committee.
Served as President and CEO of Children's National Hospital for 12 years, after more than 25 years there as a pediatric surgeon.
Receives standard non-employee director compensation and will enter the company's standard indemnification agreement.
Filing states no related-person transactions above $120,000 since the start of the last fiscal year, other than as described.
Pediatrix Medical Group reported first-quarter 2025 net income of $20.7 million, or $0.24 per diluted share, up from $4.0 million, or $0.05, a year earlier. Net revenue fell to $458.4 million from $495.1 million, mainly due to practice dispositions, and the company raised its full-year 2025 Adjusted EBITDA outlook to $220 million to $240 million from $215 million to $235 million.
Q1 2025 net income of $20.7 million ($0.24 per diluted share) vs. $4.0 million ($0.05) in Q1 2024
Q1 2025 net revenue of $458.4 million vs. $495.1 million, reflecting practice dispositions; same-unit net revenue grew 6.2 percent
Q1 2025 Adjusted EBITDA of $49.2 million vs. $37.2 million; Adjusted EPS of $0.33 vs. $0.20
Full-year 2025 Adjusted EBITDA outlook raised to $220 million to $240 million from $215 million to $235 million
Pediatrix subsidiary PMG Services amended its existing services agreement with Guidehouse Managed Services, extending the current Statement of Work #1 through June 30, 2025. The company also entered a new Statement of Work #2 under which Guidehouse will provide services starting July 1, 2025, with PMG Services paying fixed, variable and performance-based incentive fees. The filing does not disclose dollar amounts, so the financial size of the arrangement is unknown.
Agreements dated April 15, 2025, under a Master Services Agreement dated April 19, 2024
Statement of Work #1 term extended from April 19, 2025 through June 30, 2025
New Statement of Work #2 begins July 1, 2025, with fixed, variable and incentive payments
Pediatrix Medical Group reported fourth-quarter 2024 net income of $30.5 million, or $0.36 per diluted share, compared with a net loss of $124.3 million a year earlier, on net revenue of $502.4 million. For the full year, revenue rose to $2.01 billion, but the net loss widened to $99.1 million, and the company gave a preliminary 2025 Adjusted EBITDA range of $215 million to $235 million. Shareholders face mixed signals: a stronger quarter after portfolio exits, alongside a larger full-year loss that included $64.3 million in transformational and restructuring expenses.
Q4 2024 net revenue was $502.4 million, up from $496.4 million; net income was $30.5 million, or $0.36 per diluted share, versus a net loss of $124.3 million, or $1.50 per share, in Q4 2023.
Full-year 2024 net loss was $99.1 million, or $1.19 per share, compared with $60.4 million, or $0.73 per share, in 2023; full-year Adjusted EBITDA was $224.0 million versus $200.4 million.
Preliminary 2025 Adjusted EBITDA is expected to be in a range of $215 million to $235 million.
Total debt was $616 million at December 31, 2024, and cash and cash equivalents were $229.9 million.
Pediatrix Medical Group's board appointed Mark S. Ordan, a director and the company's Executive Chair, as chief executive officer effective January 12, 2025, succeeding Dr. James D. Swift. Dr. Swift's departure is treated as a termination without Cause, and Mr. Ordan's employment agreement sets a $1 million salary, a $2 million retention award and a 150% target bonus.
Mark S. Ordan appointed CEO effective January 12, 2025; Dr. James D. Swift steps down as CEO
Ordan's pay includes a $1 million salary, a $2 million one-time retention award and a target bonus of 150% of salary
Performance share award covers 640,000 shares, with vesting tied to stock price hurdles of 125%, 150% and 175% of the 20-day average close and a three-year anniversary
Ordan will remain Chair of the Board without additional board compensation
Pediatrix Medical Group said Executive Chair Mark S. Ordan will return as chief executive, effective immediately, succeeding James D. Swift, M.D. The company also said it currently believes it will reach the high end of its $205 million to $215 million 2024 adjusted EBITDA outlook and that the result may exceed that range, which would be an upward move from the prior guidance.
Mark S. Ordan appointed CEO effective immediately, succeeding James D. Swift, M.D., who will assist during the transition
Prior 2024 adjusted EBITDA outlook was $205 million to $215 million; company now expects the high end or possibly more
Fourth quarter and full year 2024 results to be announced February 20, 2025
Pediatrix disclosed that Dr. Curtis B. Pickert, its Executive Vice President and Chief Physician Executive and a former Chief Operating Officer, will transition out of his role effective January 31, 2025. The company notified him on November 29, 2024, and the departure is treated as a termination without Cause under his employment agreement, with benefits payable after he signs a general release. The filing does not describe a successor or any financial impact.
Dr. Curtis B. Pickert's transition is effective January 31, 2025.
The company notified Dr. Pickert of the transition on November 29, 2024.
The departure is a termination without Cause under his Second Amended and Restated Employment Agreement dated April 26, 2023.
Benefits are payable only after Dr. Pickert signs a general release of claims in favor of the company.
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