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Close of Nov 06, 2026 · end-of-day data
OPCH 8-K filings, explained
Every material Form 8-K Option Care Health has filed with the SEC since October 30, 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.
Option Care Health reported third quarter 2026 results with net revenue of $1,493.5 million, up 4.1%, and GAAP diluted earnings per share of $0.38, up 18.8%. The company withdrew its previously disclosed financial guidance and will not host an earnings call because of its pending acquisition by Clayton, Dubilier & Rice, LLC and McKesson Corporation.
Net revenue of $1,493.5 million, up 4.1% year over year; GAAP net income of $57.4 million, up 10.8%
GAAP diluted EPS of $0.38, up 18.8%; adjusted diluted EPS of $0.49, up 8.9%
Financial guidance withdrawn and no earnings conference call, given the pending merger agreement with Clayton, Dubilier & Rice, LLC and McKesson Corporation
Option Care Health entered into a merger agreement on October 5, 2026, under which an investor group of CD&R affiliates and McKesson Corporation would acquire the company for $32.05 per share in cash, a total enterprise value of approximately $5.8 billion. The price represents a premium of approximately 37% to the October 5, 2026 closing share price, and the company's board unanimously recommended the deal to stockholders. Shareholders would receive cash and the stock would no longer be publicly listed on Nasdaq once the deal closes, which is expected in the first half of 2027, subject to stockholder and regulatory approvals.
Cash consideration of $32.05 per share, a premium of approximately 37% to the October 5, 2026 closing price
Total enterprise value of approximately $5.8 billion; McKesson to invest approximately $1.4 billion for an approximately 49% minority interest
Closing expected in the first half of calendar year 2027, subject to stockholder approval and regulatory approvals
Company is withdrawing its previously disclosed 2026 guidance and will not host a call for its third quarter 2026 results, which it expects to release on November 4, 2026
Option Care Health reported second quarter 2026 results, with net revenue of $1.44 billion, up 1.9% from a year earlier, and GAAP net income of $53.9 million, up 6.7%. The company also issued updated full-year 2026 guidance, including adjusted diluted EPS of $1.85 to $1.92, and repurchased $150 million of its shares during the quarter.
Q2 2026 net revenue of $1,442 million, up 1.9% year over year
GAAP diluted EPS of $0.35, up 12.9%; adjusted diluted EPS of $0.45, up 9.8%
Full-year 2026 guidance: net revenue $5.675 billion to $5.775 billion; adjusted EBITDA $480 million to $495 million
Repurchased $150 million of outstanding shares in the quarter
Option Care Health said Chief Growth Officer Christopher L. Grashoff will leave his role effective May 8, 2026. He will receive separation benefits under the company's Amended and Restated Executive Severance Plan, conditioned on a general release of claims and continued compliance with restrictive covenants. The filing does not name a successor or describe any financial impact.
Christopher L. Grashoff departs as Chief Growth Officer effective May 8, 2026
Separation benefits are conditioned on a general release of claims and continued compliance with restrictive covenants
Benefits follow the Amended and Restated Executive Severance Plan; no dollar amounts are disclosed
Option Care Health reported first quarter 2026 net revenue of $1,350.7 million, up 1.3%, while adjusted EBITDA fell 6.3% to $104.8 million and adjusted diluted EPS was flat at $0.40. The company adjusted its full-year 2026 net revenue guidance to $5.675 billion to $5.775 billion and its cash flow target to at least $320 million, while keeping adjusted EBITDA and adjusted EPS guidance in place, which matters to shareholders because the revenue outlook has changed while profit measures are unchanged.
Q1 2026 net revenue of $1,350.7 million, up 1.3%; GAAP net income of $45.3 million, down 3.0%
Adjusted EBITDA of $104.8 million, down 6.3%; adjusted diluted EPS of $0.40, flat year over year
Full-year 2026 guidance: net revenue $5.675 billion to $5.775 billion; adjusted diluted EPS $1.82 to $1.92; adjusted EBITDA $480 million to $505 million
Cash used in operating activities was $12.1 million in Q1; Company repurchased $17.5 million of stock and expanded its revolving credit facility from $400 million to $850 million
On March 30, 2026, Option Care Health entered a Fifth Amendment to its First Lien Credit Agreement with Bank of America, N.A. as administrative agent. The amendment adds $450 million of new revolving credit commitments, bringing total revolving commitments under the agreement to $850 million. The filing describes this as a new direct financial obligation, which gives the company additional borrowing capacity under its existing credit facility.
Amendment dated March 30, 2026 adds $450 million in new revolving credit commitments as an increase to existing commitments
Total revolving credit commitments outstanding after the amendment are $850 million
Bank of America, N.A. serves as administrative agent; full text is filed as Exhibit 10.1
Option Care Health reported fourth-quarter 2025 net revenue of $1,465.4 million, up 8.8%, and GAAP diluted EPS of $0.37, up 5.7%, while net income fell 2.7% to $58.5 million. For full-year 2025, net revenue rose 13.0% to $5,649.5 million and adjusted diluted EPS rose 8.9% to $1.72, though net income declined 2.0% to $207.6 million. The company also projected 2026 net revenue of $5.8 billion to $6.0 billion and adjusted diluted EPS of $1.82 to $1.92.
Q4 2025 net revenue $1,465.4 million, up 8.8%; net income $58.5 million, down 2.7%
Full-year 2025 adjusted diluted EPS $1.72, up 8.9%; GAAP diluted EPS $1.27, up 3.3%
2026 guidance: net revenue $5.8 billion to $6.0 billion; adjusted diluted EPS $1.82 to $1.92; adjusted EBITDA $480 million to $505 million
Repurchased $307 million of stock in 2025; conference call set for February 24, 2026 at 8:30 a.m. ET
Option Care Health said it expects 2025 net revenue of $5.645 billion to $5.655 billion and adjusted diluted EPS of $1.72 to $1.76, both preliminary and unaudited, and gave preliminary 2026 guidance of $5.8 billion to $6.0 billion in net revenue and $1.82 to $1.92 in adjusted diluted EPS. The company also raised its 2025 share repurchase authorization from $500 million to $1 billion, which matters to shareholders because it expands the room for buybacks.
FY2025 preliminary net revenue $5.645 billion to $5.655 billion; adjusted diluted EPS $1.72 to $1.76; GAAP diluted EPS $1.27 to $1.29
FY2026 preliminary guidance: net revenue $5.8 billion to $6.0 billion; adjusted diluted EPS $1.82 to $1.92; adjusted EBITDA $480 million to $505 million
Board approved on January 9, 2026 to raise the 2025 share repurchase authorization from $500 million to $1 billion; $307 million repurchased in full-year 2025
FY2025 cash flow from operations below $320 million; the company says Stelara and Stelara biosimilars will be a 2026 headwind of $25 million to $35 million in gross profit
Option Care Health reported third quarter 2025 net revenue of $1,435.0 million, up 12.2%, and GAAP diluted EPS of $0.32, up 3.2%, while net income fell 3.8% to $51.8 million. The company also updated its full-year 2025 guidance, now expecting net revenue of $5.60 billion to $5.65 billion and adjusted diluted EPS of $1.68 to $1.72.
Q3 net revenue $1,435.0 million, up 12.2%; net income $51.8 million, down 3.8%
GAAP diluted EPS $0.32, up 3.2%; adjusted diluted EPS $0.45, up 9.8%
Full-year 2025 guidance: net revenue $5.60 billion to $5.65 billion; adjusted diluted EPS $1.68 to $1.72
Option Care Health entered a Fourth Amendment to its first lien credit agreement with Bank of America, N.A. as administrative agent, dated September 22, 2025. The amendment refinances existing term loans at a lower rate of Term SOFR plus 1.75% with a seven-year maturity, adds $49,639,386.20 in incremental term loans, and extends the revolving credit maturity to five years.
Term loans refinanced at Term SOFR plus 1.75%, maturing seven years after the amendment's effective date
Incremental term loans of $49,639,386.20 added on the same rate and maturity terms
Post-amendment First Lien Term Loan principal is approximately $678,000,000
Revolving credit commitments extended to the fifth anniversary, with a springing maturity 91 days before the Unsecured Notes maturity if notes remain unpaid
Option Care Health said Meenal Sethna, most recently Executive Vice President and Chief Financial Officer of Littelfuse, will become its Executive Vice President and Chief Financial Officer effective October 1, 2025. She succeeds Michael Shapiro, who steps down as CFO effective September 30, 2025 after ten years and will stay on as a non-executive Strategic Advisor, with the 8-K citing service through March 31, 2026.
Meenal Sethna becomes EVP and CFO effective October 1, 2025; Michael Shapiro steps down as CFO effective September 30, 2025.
Sethna's initial pay includes a $655,000 base salary, a 90% target cash incentive and $2,400,000 annual target long-term incentive compensation.
Sethna receives a restricted stock unit award with a $1,500,000 grant date fair value that vests on the third anniversary of her employment start.
Shapiro's base salary will fall from $615,000 to $246,000 under a transition agreement.
Option Care Health reported second quarter 2025 results on July 30, 2025, with net revenue of $1.42 billion, up 15.4% from a year earlier, and adjusted diluted EPS of $0.41, up 10.8%. GAAP net income slipped to $50.5 million from $53.0 million, while operating cash flow fell to $90.3 million from $195.7 million, and the company updated its full-year 2025 guidance.
Q2 net revenue $1,416.1 million, up 15.4% from $1,227.2 million; gross margin 19.0% versus 20.3% a year earlier
Diluted EPS $0.31 versus $0.30; net income $50.5 million versus $53.0 million; adjusted diluted EPS $0.41 versus $0.37
Operating cash flow $90.3 million versus $195.7 million in Q2 2024; about $50.0 million of stock repurchased in the quarter
Updated 2025 guidance: net revenue $5.50 billion to $5.65 billion, adjusted diluted EPS $1.65 to $1.72, adjusted EBITDA $465 million to $475 million
Option Care Health reported first quarter 2025 net revenue of $1.33 billion, up 16.3% from a year earlier, and diluted earnings per share of $0.28, up from $0.26. The company also updated its full year 2025 guidance, which now calls for net revenue of $5.4 billion to $5.6 billion and adjusted diluted EPS of $1.61 to $1.70, but the filing does not say whether this is higher or lower than prior guidance.
Net revenue $1.33 billion vs. $1.15 billion in Q1 2024; gross margin fell to 19.7% from 20.8%
Net income $46.7 million vs. $44.8 million; adjusted diluted EPS $0.40 vs. $0.35
Cash used in operating activities $7.2 million vs. $68.8 million; company repurchased about $100.0 million of stock
2025 guidance: adjusted EBITDA $455 million to $470 million and cash flow from operations of at least $320 million
Option Care Health reported fourth quarter and full-year 2024 results on February 26, 2025, with net revenue and adjusted earnings per share both higher than in 2023. GAAP diluted earnings per share fell 16.9% for the full year, which the company tied to non-operating income in 2023. The company also issued 2025 guidance calling for net revenue of $5.3 billion to $5.5 billion and adjusted diluted earnings per share of $1.59 to $1.69.
Q4 2024 net revenue was $1,346.4 million, up 19.7% from $1,124.4 million; GAAP diluted EPS was $0.35, up 9.4%.
Q4 2024 adjusted diluted EPS was $0.44, up 15.8% from $0.38; company repurchased approximately $90.0 million of stock in the quarter.
Full-year 2024 net revenue was $4,998.2 million, up 16.2%; GAAP diluted EPS was $1.23, down 16.9%; adjusted diluted EPS was $1.58, up 10.5%.
2025 guidance: net revenue of $5.3 billion to $5.5 billion and adjusted diluted EPS of $1.59 to $1.69; cash flow from operations of at least $320 million.
Option Care Health reported preliminary, unaudited fourth-quarter and full-year 2024 results, with full-year net revenue of about $4.99 billion to $5.00 billion, up 16.0% to 16.2%, and adjusted diluted EPS of $1.55 to $1.59. For 2025 it expects net revenue of $5.2 billion to $5.4 billion and adjusted EPS of $1.59 to $1.69, including a $60 million to $70 million gross profit reduction tied to Stelara pricing adjustments. The Board also approved a new $500 million share repurchase program with no specified expiration date.
Q4 2024 net revenue of about $1.34 billion to $1.35 billion, up 19.2% to 20.1% year over year
Full-year 2024 adjusted diluted EPS of $1.55 to $1.59; GAAP diluted EPS of $1.21 to $1.23
2025 guidance: net revenue of $5.2 billion to $5.4 billion and adjusted EBITDA of $445 million to $465 million
New $500 million share repurchase program approved January 10, 2025; full results due February 26, 2025
Option Care Health reported third-quarter 2024 net revenue of $1,278.5 million, up 17.0%, but net income of $53.9 million was down 4.3% and diluted EPS was flat at $0.31. The company said a supply disruption tied to Hurricane Helene will negatively affect fourth-quarter results, and it updated its full-year 2024 guidance to reflect this.
Net revenue of $1,278.5 million, up 17.0% from $1,093.0 million in Q3 2023
Net income of $53.9 million, or $0.31 diluted EPS, versus $56.3 million, or $0.31, a year earlier; adjusted diluted EPS was $0.41 versus $0.40
Updated 2024 guidance: net revenue of $4.9 billion to $4.95 billion and adjusted EBITDA of $438 million to $443 million, with the Q4 hit from supply disruption for intravenous solution bags
Cash flow from operations was $160.4 million versus $61.0 million in Q3 2023; the company repurchased about $41.9 million of stock in the quarter
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