Option Care Health Inc
For the period ended Dec 31, 2024. Filed Feb 26, 2025.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2024 · Filed Feb 26, 2025
OPCH$31.65-0.1%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 15. Exhibits and Financial Statement Schedules
| Page | |
|---|---|
| (a)(1) Financial Statements. | |
| The following financial statements appear in Part II, Item 8: | |
| Report of Independent Registered Public Accounting Firm (KPMG LLP, Chicago, IL, Auditor Firm ID: 185) | 43 |
| Consolidated Balance Sheets as of December 31, 2024 and 2023 | 45 |
| Consolidated Statements of Comprehensive Income for the years ended December 31, 2024, 2023 and 2022 | 46 |
| Consolidated Statements of Cash Flows for the years ended December 31, 2024, 2023 and 2022 | 47 |
| Consolidated Statements of Stockholders’ Equity for the years ended December 31, 2024, 2023 and 2022 | 48 |
| Notes to Consolidated Financial Statements | 49 |
| All other schedules not listed above have been omitted since they are not applicable or are not required. | |
(a)(3) Exhibits.
Index to Exhibits
| Exhibit Number | Description |
| 3.1 | Third Amended and Restated Certificate of Incorporation of BioScrip, Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on August 7, 2019). |
| 3.2 | Certificate of Amendment to Certificate of Incorporation, amending the Third Amended and Restated Certificate of Incorporation of BioScrip, Inc. (incorporated by reference to Exhibit 3.3 to the Company’s Current Report on Form 8-K filed on August 7, 2019). |
| 3.3 | Certificate of Amendment of the Certificate of Incorporation, filed January 30, 2020 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on February 3, 2020). |
| 3.4 | Fifth Amended and Restated By-Laws of Option Care Health, Inc., effective as of September 5, 2024 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on September 6, 2024). |
| 4.1 | Common Stock Warrant Agreement, dated July 28, 2015, by and between BioScrip, Inc. and American Stock Transfer & Trust Company, LLC (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on July 28, 2015). |
| 4.2 | Description of Option Care Health Inc.’s registered securities (incorporated by reference to Exhibit 4.12 to the Company’s Annual Report on Form 10-K filed on March 11, 2021). |
| 4.3 | Amended and Restated Warrant Agreement, dated as of March 14, 2019, by and among BioScrip, Inc. and the Holders (as defined therein) signatory thereto (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on March 15, 2019). |
| 10.1† | Option Care Health, Inc. Executive Severance Plan, effective as of May 11, 2020 (incorporated by reference to Exhibit 10.5 to the Company's Annual Report on Form 10-K filed on February 23, 2023). |
| 10.2† | Option Care Health, Inc. Amended and Restated 2018 Equity Incentive Plan updated as of May 15, 2024 (incorporated by reference to Appendix B to the Company’s Definitive Proxy Statement filed on April 3, 2024). |
| 10.3 | Indenture, dated as of October 27, 2021, by and between Option Care Health, Inc., each of the Guarantors (as defined therein) listed on the signature pages thereto and Ankura Trust Company, LLC as trustee (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on October 29, 2021). |
| 10.4 | Form of 4.375% Senior Notes due 2029 (included in Exhibit 10.6 and incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on October 29, 2021). |
| 10.5 | Second Amendment and Amendment and Restatement Agreement to First Lien Credit Agreement, dated as of October 27, 2021 (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on October 29, 2021). |
| 10.6 | Second Amendment to Amended and Restated First Lien Credit Agreement, dated as of December 7, 2023, among Option Care Health, Inc. (f/k/a BioScrip, Inc.), a Delaware corporation, each other Loan Party (as defined therein) party thereto, each Incremental Revolving Lender (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on December 11, 2023). |
| 10.7 | Third Amendment to Amended and Restated First Lien Credit Agreement, dated as of May 8, 2024, among Option Care Health, Inc. (f/k/a BioScrip, Inc.), a Delaware corporation, each other Loan Party (as defined in therein) party thereto, each Existing Term Lender (as defined therein) party thereto, the Replacement Lender (as defined therein), the 2024 Incremental Term Lender (as defined therein) and Bank of America, N.A. (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on May 10, 2024). |
| 10.8† | Option Care Health, Inc. Amended and Restated Executive Severance Plan (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on December 11, 2023). |
| 10.9† | Option Care Health, Inc. Deferred Compensation Plan (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed on December 11, 2023). |
| 10.10 | Form of Letter Agreement with John C. Rademacher and Michael Shapiro Terminating Severance Provisions of Employment Agreements (incorporated by reference to Exhibit 10.16 to the Company's Annual Report on Form 10-K filed on February 22, 2024). |
| 10.11† | Form of Option Care Health, Inc. Non-Qualified Stock Option Certificate (Executive) (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q filed on April 23, 2024). |
| 10.12† | Form of Option Care Health, Inc. Restricted Stock Unit Certificate (Executive) (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q filed on April 23, 2024). |
| 10.13† | Form of Option Care Health, Inc. Performance Stock Unit Certificate (Executive) (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q filed on April 23, 2024). |
| 10.14† | Form of Option Care Health, Inc. Restricted Stock Unit Certificate (Directors) (incorporated by reference to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q filed on April 23, 2024). |
| 19 | Insider Trading Policy (filed herewith). |
| 21.1 | List of subsidiaries of Option Care Health, Inc. (filed herewith). |
| 23.1 | Consent of Independent Registered Public Accounting Firm (filed herewith). |
| 31.1 | Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith). |
| 31.2 | Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith). |
| 32.1 | Certification of Chief Executive Officer pursuant to 18 U.S. C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith). |
| 32.2 | Certification of Chief Financial Officer pursuant to 18 U.S. C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith). |
| 97 | Required Executive Compensation Recovery Policy, dated as of September 7, 2023 (incorporated by reference to Exhibit 97 of the Company’s Annual Report on Form 10-K filed on February 22, 2024). |
| 101 | The following financial information from the Company’s Form 10-K for the fiscal year ended December 31, 2024, formatted in XBRL (Extensible Business Reporting Language): (i) Consolidated Statements of Comprehensive Income (Loss) for the fiscal years ended December 31, 2024, 2023 and 2022, (ii) Consolidated Balance Sheets as of December 31, 2024 and 2023, (iii) Consolidated Statements of Stockholders’ Equity for the fiscal years ended December 31, 2024, 2023 and 2022, (iv) Consolidated Statements of Cash Flows for the fiscal years ended December 31, 2024, 2023 and 2022, and (v) Notes to Consolidated Financial Statements. |
| 101.INS | XBRL Instance Document |
| 101.SCH | XBRL Taxonomy Extension Schema Document |
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document |
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document |
| 101.LAB | XBRL Taxonomy Extension Labels Linkbase Document |
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document |
| 104 | XBRL Formatted Cover Page |
| † | Designates the Company’s management contracts or compensatory plan or arrangement. |
|---|---|
| + | Certain schedules attached to the Agreement and Plan of Merger have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The Company will furnish copies of the omitted schedules to the Securities and Exchange Commission upon request by the Commission. |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.