Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On May 13, 2021, the Board of Directors (the "Board") of Aveanna Healthcare
Holdings Inc., a Delaware corporation (the "Company"), expanded Class III of the
Board from three to four directors and appointed Ms. Erica Schwartz, M.D., J.D.,
M.P.H. to fill the resulting vacancy. Dr. Schwartz will serve as a director
until the Company's 2024 Annual Meeting of Stockholders and until her successor
shall have been elected and qualified, subject to her earlier death,
resignation, retirement, disqualification or removal. Dr. Schwartz is expected
to serve on the Board's Clinical Quality and Compliance Committee.
Dr. Schwartz most recently served as the Deputy Surgeon General for the
Department of Health and Human Services, in which role she led the United
States' public health deployment in response to the COVID-19 pandemic. Prior to
this role, Dr. Schwartz spent 24 years in uniformed service, during which time
she was promoted through the ranks to Rear Admiral of the U.S. Coast Guard,
where she served as the Chief Medical Officer and Director of Health, Safety,
and Work Life from 2015 to 2019. Previously, Dr. Schwartz served as the U.S.
Coast Guard's Chief of Health Services from 2013 to 2015 and Preventive Medicine
Chief from 2005 to 2013. Dr. Schwartz is trained and board certified in
Preventive Medicine. She received a Bachelor's Degree in Biomedical Engineering
from Brown University, an M.D. from Brown University School of Medicine, a
Master of Public Health degree with a dual concentration in health services
administration and occupational and environmental medicine from the Uniformed
Services University of the Health Sciences, and a J.D. from the University of
Maryland School of Law.
There are no arrangements or understandings between Dr. Schwartz and any other
person pursuant to which Dr. Schwartz was appointed as a director of the
Company. The Board has determined that Dr. Schwartz is independent under the
applicable rules of the Securities and Exchange Commission (the "SEC") and the
Nasdaq Stock Market.
Since the beginning of Company's last fiscal year, the Company has not engaged
in any transaction, or any currently proposed transaction, in which Dr. Schwartz
had or will have a direct or indirect material interest that would require
disclosure pursuant to Item 404(a) of Regulation S-K promulgated by the SEC.
Dr. Schwartz will participate in the standard non-employee director compensation
arrangements described under the section entitled "Executive
Compensation-Director Compensation" in the Company's prospectus, dated April 28,
2021, filed with the SEC pursuant to Rule 424(b) of the Securities Act of 1933,
as amended, which is deemed to be part of the Registration Statement on
Form S-1 (File No. 333-254981).
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