Every material Form 8-K OptimizeRx Corp has filed with the SEC since June 05, 2026, 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.
OptimizeRx reported second-quarter 2026 revenue of $20.5 million, down 30% from $29.2 million a year earlier, and a GAAP net loss of $0.7 million, compared with net income of $1.5 million in the prior-year quarter. The company reaffirmed its fiscal 2026 guidance of $95 million to $100 million in revenue and $21 million to $25 million in adjusted EBITDA, and said it will also transition its finance leadership, with Andy D'Silva becoming CFO and Heather Favazza Chief Accounting Officer on January 1, 2027.
Q2 2026 revenue was $20.5 million, down from $29.2 million in Q2 2025; adjusted EBITDA was $4.9 million, down from $5.8 million
GAAP net loss was $(0.7) million, or $(0.04) per share, versus net income of $1.5 million, or $0.08 per share, a year earlier
Fiscal 2026 guidance reiterated: revenue of $95 million to $100 million and adjusted EBITDA of $21 million to $25 million
Edward Stelmakh steps down as Chief Financial & Strategy Officer effective December 31, 2026, and will serve as an advisor through December 31, 2027
At the June 9, 2026 annual meeting, OptimizeRx shareholders approved Amendment No. 2, which adds 1,000,000 shares to the 2021 Equity Incentive Plan for a total of 5,450,000 shares. Shareholders did not approve a separate amendment that would have added an automatic annual increase to the plan's share pool, and they elected seven directors and ratified Grant Thornton LLP as auditor for fiscal 2026.
Equity Plan share reserve increased by 1,000,000 shares to 5,450,000: 11,541,123 votes for, 1,096,197 against, 16,476 abstaining.
Evergreen provision for automatic annual share increases was not approved: 5,627,324 votes for, 7,001,699 against, 24,773 abstaining.
All seven director nominees were elected to terms ending at the next annual meeting, with votes for ranging from 8,092,151 to 12,160,558.
Grant Thornton LLP was ratified as independent registered public accounting firm for fiscal year ending December 31, 2026: 15,750,329 votes for, 27,585 against.
OptimizeRx said Chief Commercial Officer Theresa Greco will leave the role effective June 15, 2026, under a separation agreement, and will then serve as an advisor through June 15, 2027. The filing says the agreement provides 12 months of base salary at $380,000 per year, a $209,000 lump-sum bonus, and COBRA premium reimbursement, which shareholders may track as a cost of the executive transition.
Theresa Greco's separation is effective June 15, 2026; the separation agreement was signed June 1, 2026 and becomes enforceable June 9, 2026, absent revocation.
Greco will receive 12 months of base salary at $380,000 per year, a $209,000 lump-sum payment of her annual cash bonus target, and COBRA premium reimbursement for 12 months.
Greco will serve as an advisor for 12 months through June 15, 2027, with equity previously granted continuing to vest; she is also subject to 12-month non-compete and non-solicitation terms.
The full agreement will be filed as an exhibit to the Form 10-Q for the quarter ending June 30, 2026.
Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.
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