Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

This filing amends Item 5.02 of the Current Report on Form 8-K filed by Health Catalyst, Inc. (the "Company") with the Securities and Exchange Commission on September 7, 2022 (the "Prior 8-K"). As previously reported in the Prior 8-K, J. Patrick Nelli transitioned from his role as President of the Company to Senior Advisor as of September 30, 2022. On December 30, 2022, Mr. Nelli and the Company entered into a separation agreement (the "Separation Agreement") in connection with Mr. Nelli's departure from the Company, effective December 31, 2022. In exchange for Mr. Nelli's general release of claims and compliance with the restrictive covenants contained in his employment agreement with the Company, Mr. Nelli will receive the following consideration: (i) a lump sum cash payment of $258,740.46 within thirty (30) days, which represents 9 months' base salary for Mr. Nelli and an amount equal to COBRA premiums for 9 months, (ii) certain equity awards previously granted to Mr. Nelli will be accelerated under the terms of the Separation Agreement, resulting in the vesting of 72,096 restricted stock units of the Company, and (iii) the one-year additional extension of the expiration date for certain previously vested options to purchase common stock of the Company held by Mr. Nelli. This arrangement is also in recognition of Mr. Nelli's extraordinary contributions to the Company over the past nine years, for which the Company is deeply grateful.

The foregoing description of the terms of the Separation Agreement is qualified in its entirety by reference to the Separation Agreement, which will be filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ending December 31, 2022.

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