Aveanna Healthcare Holdings, Inc.
For the period ended May 29, 2026. Filed Apr 17, 2026.
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May 29, 2026 · Filed Apr 17, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
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| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| ☒ | Definitive Proxy Statement |
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| ☐ | Definitive Additional Materials |
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| ☐ | Soliciting Material under 14a-12 |
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Aveanna Healthcare Holdings Inc.
(Name of Registrant as Specified in its Charter)
(Name of Persons(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check all boxes that apply):
| ☒ | No fee required. |
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| ☐ | Fee paid previously with preliminary materials. |
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| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
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AVEANNA HEALTHCARE TRANSFORMING THE VALUE OF HOMECARE 2026 NOTICE OF ANNUAL MEETING AND PROXY STATEMENT
Dear Aveanna Shareholders, April 17, 2026 On behalf of everyone at Aveanna, thank you for being a shareholder and for your continued interest in our company. We remain focused on our Aveanna Mission: to revolutionize the way homecare is delivered, one patient at a time. Fiscal year 2025 was a critical and defining year for Aveanna. It marked the third year and successful completion of our Strategic Transformation strategy, and it reflected strong execution across every part of our organization. We delivered exceptional financial results, finalized modernization efforts across all lines of business, completed the acquisition and integration of Thrive Skilled Pediatric Care, and meaningfully strengthened our balance sheet through a comprehensive debt refinancing. Together, these accomplishments contributed to a year that overwhelmingly demonstrated the value of what we have created, while positioning us for sustainable growth, operating efficiency, and long-term value creation. Strong financial performance supported by operating discipline For fiscal year 2025, we delivered approximately $2.433 billion in revenue and $320.9 million of adjusted EBITDA1, reflecting substantial year-over-year growth of 20.2% and 74.8%, respectively. Net cash provided by operating activities was $125.9 million and our free cash flow1 was $131.0 million for the fiscal year that ended January 3, 2026. These results were supported not only by growth, but by operating efficiencies achieved as we finalized modernization initiatives across Private Duty Services, Home Health and Hospice, and Medical Solutions. Over the course of our Strategic Transformation, we streamlined processes, standardized workflows, invested in meaningful technology, and aligned clinical capacity with payors that value quality and outcomes. As we exit 2025, these modernization efforts are largely complete, providing Aveanna with a more scalable, efficient, and resilient operating platform. Expanding our pediatric platform through the acquisition of Thrive In 2025, we completed the acquisition of Thrive Skilled Pediatric Care, one of the leading independent providers of pediatric home care in the United States. The addition of Thrive strengthens our footprint in existing states while also introducing Aveanna’s specialized care model into two new states, expanding access to high-quality, in-home pediatric care for more medically complex children and their families. Just as important as the geographic expansion is our mutual focus on clinical quality and the exceptional cultural and clinical alignment between our organizations. Strengthening the balance sheet through a transformative refinancing In 2025, Aveanna completed a significant refinancing of its credit facility, marking an important milestone in the company’s financial evolution. This refinancing simplified our capital structure, extended maturities, increased liquidity, and strengthened our balance sheet. It reflects both the strong operating performance delivered through our Strategic Transformation and the confidence our capital partners have in Aveanna’s national home care platform and long-term strategy. Completing the Strategic Transformation and building the next chapter As we close the chapter on our three-year Strategic Transformation, we do so with enormous pride. The foundation it created enables the next phase of growth, one focused on scale, efficiency, innovation, and continued leadership in home and community-based care. It also allows us to continue to pursue new acquisitions, such as our recently announced agreement to acquire Family First Homecare, as we continue to expand our services and our impact on the families we serve. I am incredibly proud of the Aveanna team, our caregivers, clinicians, and employees, whose dedication makes our mission possible. We are equally grateful to the patients and families who trust us with their care. Together, we are building a stronger Aveanna, one that delivers high-quality, patient-preferred care, leads with clinical excellence, and creates long-term value for our shareholders as we look ahead in 2026 and beyond. Jeff Shaner Chief Executive Officer and Director 1 Adjusted EBITDA and free cash flow are not financial measures prepared in accordance with GAAP. For information on how we compute thesenon-GAAP measures and reconciliations to the most directly comparable financial measures prepared in accordance with GAAP, please see“Non-GAAP Financial Measures” in the accompanying Annual Report and“Non-GAAP Financial Measures” in our earnings release furnished as exhibit 99.1 to the Current Report on Form 8-K filed with the SEC on March 19, 2026.
NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
| Date: | Friday, May 29, 2026 |
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| Time: | 9:30 a.m., Eastern Time |
| Place: | Aveanna Healthcare, 400 Interstate North Parkway SE, Atlanta, GA 30339 |
Notice is hereby given that the Annual Meeting of Stockholders (the “Meeting”) of Aveanna Healthcare Holdings Inc., a Delaware corporation (the “Company”), will be held on Friday, May 29, 2026, beginning at 9:30 a.m., Eastern Time. The Meeting will be held in person at Aveanna Healthcare, 400 Interstate North Parkway SE, Atlanta, GA 30339. At the Meeting, we will ask you to consider and vote upon the following:
Proposals:
| 1. | To elect the three Class II director nominees identified in the accompanying Proxy Statement to the Board of Directors of the Company, each to serve a three-year term expiring at the 2029 Annual Meeting of the Company’s stockholders. |
| 2. | To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accountants for the fiscal year ending January 2, 2027. |
| 3. | To approve, on an advisory, non-binding basis, the compensation paid to the Company’s Named Executive Officers identified in the accompanying Proxy Statement. |
| 4. | To consider any other business that is properly presented at the Meeting and any adjournment or postponement thereof. |
We are mailing a Notice of Internet Availability of Proxy Materials (the “Notice”) to our stockholders of record as of April 6, 2026 (the “Record Date”) instead of paper copies of our Proxy Statement and 2025 Annual Report. The Notice contains instructions on how to access those documents via the Internet. The Notice also contains instructions on how stockholders can receive a paper copy of our proxy materials, including the Proxy Statement, our 2025 Annual Report and proxy card. The Notice, Proxy Statement and form of proxy are being distributed and made available on the Internet on or about April 17, 2026.
| Who can vote: | Stockholders of record at the close of business on the Record Date. |
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| How you can vote: | Stockholders may vote their shares (1) at the Meeting, (2) by telephone, (3) through the Internet, or (4) by completing and mailing a proxy card if you receive your proxy materials by mail. Specific instructions for voting by telephone at 866-460-4193 or through the Internet (including voting deadlines) are included in the Notice and in the proxy card. For specific instructions on how to vote your shares, please refer to the instructions on the Notice, in the section titled “SOME QUESTIONS YOU MAY HAVE REGARDING THIS PROXY STATEMENT AND THE ANNUAL MEETING” of the accompanying Proxy Statement or on the proxy card. Stockholders who received their proxy card through an intermediary (such as a broker or bank) must deliver it in accordance with the instructions given by such intermediary. |
| Who may attend: | Stockholders of record as of the Record Date, or their duly appointed proxies, and our invited guests are permitted to attend the Meeting. Upon arrival at the Meeting, you will be required to register and present government-issued photo identification, such as your driver’s license, state identification card or passport. If your shares are registered in the name of a bank, brokerage firm or other nominee, and you plan to attend the Meeting, then please bring your statement of account showing evidence of ownership as of the Record Date. |
BY ORDER OF THE BOARD OF DIRECTORS
Rodney D. Windley Chairman
April 17, 2026
IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE STOCKHOLDER MEETING TO BE HELD ON MAY 29, 2026:
The Notice of Internet Availability of Proxy Materials, Notice of Meeting, Proxy Statement and 2025
Annual Report to Stockholders are available free of charge at www.proxydocs.com/AVAH
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.