Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

November 15, 2024

(Date of earliest event reported)

LABCORP HOLDINGS INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware

1-11353

99-2588107

(State or other jurisdiction of Incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)


358 South Main Street
Burlington,	North Carolina	27215
(Address of principal executive offices)		(Zip Code)

(Registrant’s telephone number including area code) 336-229-1127

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


☐			Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Exchange Act.

Title of Each Class Trading Symbol Name of exchange on which registered

Common Stock , $0.10 par value LH New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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

On November 19, 2024, Labcorp Holdings Inc. (“Labcorp”) announced that on November 15, 2024, Glenn Eisenberg notified Labcorp of his intention to retire from Labcorp effective April 30, 2025. Labcorp also announced that Julia Wang, age 54, was appointed to the position of Executive Vice President and Chief Financial Officer (“CFO”). Mr. Eisenberg will step down from his role as Labcorp’s Executive Vice President and Chief Financial Officer effective December 2, 2024 (the “Transition Date”) in order to support the effective transition to Julia Wang of the CFO role on the Transition Date. From the Transition Date through the date of his retirement, Mr. Eisenberg will assume the role of Special Advisor to Labcorp’s Chief Executive Officer, working on the transition of his current role and assisting with strategic initiatives underway within Labcorp.

Prior to joining Labcorp, Ms. Wang held various positions at BeiGene, Ltd., including most recently as its Senior Advisor from July 2024 to August 2024 and Chief Financial Officer from June 2021 to July 2024. Prior to joining BeiGene in 2020, Ms. Wang served as Senior Vice President, Global Business Finance and Corporate Planning at Alexion Pharmaceuticals, Inc. Before Alexion, she held leadership positions at Quest Diagnostics Incorporated, including Vice President of U.S. Regional Finance and Enterprise Commercial, and Vice President of Finance, Value Creation. Earlier in her career, Ms. Wang held senior leadership roles at Johnson & Johnson as CFO of certain of its medical device and pharmaceuticals operating businesses. Previously, she also led finance initiatives at PepsiCo, Inc. Ms. Wang earned her MBA from Fuqua School of Business at Duke University and her BA in British Language and Literature from Shandong Normal University.

In connection with her appointment, Ms. Wang’s annual base salary will be $725,000. For calendar year 2025, Ms. Wang will also be eligible to receive an annual bonus pursuant to Labcorp’s Bonus Plan with an annual target of 100% of her base salary, with achievement to be based on specific performance objectives determined by the Compensation and Human Capital Committee of the Labcorp Board of Directors (the “CHCC”). Ms. Wang will also receive a sign-on bonus of $400,000, $200,000 of which will be payable thirty days after the Transition Date and $200,000 of which will be payable on the one-year anniversary of the Transition Date, subject to her being in continuous employment through those dates. On the Transition Date, Ms. Wang will receive a grant of performance share awards in an amount determined by dividing $1,920,000 by the average of the closing share price of a share of Labcorp common stock on the ten trading days preceding the Transition Date, time-based non-qualified stock options with an aggregate grant-date fair value of $640,000 determined using the Black-Scholes valuation at the time of approval by the CHCC, and restricted stock units in an amount determined by dividing $640,000 by the average of the closing share price of a share of Labcorp common stock on the ten trading days preceding the Transition Date (the “Sign-On Equity Grants”). The Sign-On Equity Grants will vest in equal installments consistent with the annual equity awards granted to Labcorp’s executive officers in 2024 (the “Prior Awards”), and the performance share awards will vest on the same performance conditions as the Prior Awards.

Ms. Wang will be entitled to participate in all employee benefit plans, practices, and programs that are generally made available to senior executives of Labcorp and will be a participant in Labcorp’s Master Senior Executive Severance Plan, which is described in Labcorp’s proxy statement for its 2024 Annual Meeting of Stockholders. Ms. Wang will also be entitled to relocation benefits under Labcorp’s relocation program.

Item 7.01. Regulation FD Disclosure.

On November 19, 2024, Labcorp issued a press release announcing Mr. Eisenberg’s expected retirement and the appointment of Ms. Wang. A copy of that press release is attached hereto as Exhibit 99.1.


Item 9.01			Financial Statements and Exhibits.

Exhibit			Exhibit Name
Exhibit 99.1			Press Release dated November 19, 2024 issued by Labcorp
Exhibit 104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

LABCORP HOLDINGS INC.

Registrant




			By:			/s/ SANDRA VAN DER VAART
						Sandra van der Vaart
						Executive Vice President, Chief Legal Officer and Corporate Secretary

November 19, 2024

FOR IMMEDIATE RELEASE

Contact:

Christin O’Donnell (investors)

Investor@Labcorp.com

Kimbrel Arculeo (media)

Media@Labcorp.com

Labcorp CFO Glenn Eisenberg Announces Plans to Retire

Julia Wang Named Chief Financial Officer Beginning December 2, 2024

BURLINGTON, N.C, November 19, 2024 – Labcorp (NYSE: LH), a global leader of innovative and comprehensive laboratory services, announced today that Executive Vice President and Chief Financial Officer (CFO) Glenn Eisenberg will retire from the company and Julia Wang will join on December 2, 2024, as Executive Vice President and Chief Financial Officer. Glenn will remain at Labcorp as Special Advisor to the CEO through April 2025 to ensure a seamless transition of his current role and assist with strategic initiatives underway within the company.

Ms. Wang brings deep global strategic and financial experience across the diagnostic, pharmaceutical/biotech, medical device and consumer products industries. Most recently, Julia served as CFO of BeiGene (NASDAQ: BGNE; HKEX: 06160; SSE: 688235), which she joined in June 2020 as Senior Vice President, Enterprise Optimization and Deputy CFO. While at BeiGene, she was instrumental in driving business transformations through accelerating growth, nurturing innovation and cultivating a culture of sustainable operating efficiencies.

“I want to thank Glenn for a transformative 10 years as Labcorp’s CFO,” said Schechter. “Under his leadership, Labcorp has more than doubled its revenues from organic growth and acquisitions, while delivering double-digit compound annual total shareholder returns. He has developed a very strong team and has been instrumental in helping us achieve our strategic objectives. Also, during his tenure, Labcorp has completed approximately 100 acquisitions, investing around $11 billion and returning over $6 billion to shareholders through share repurchases and dividends. I look forward to working with Glenn on the CFO transition and key strategic initiatives. I wish him the best on his retirement and appreciate his leadership and dedication to Labcorp.”

Added Schechter, “Julia brings the right mix and diversity of expertise in diagnostics and drug development as well as pharmaceutical and biotech to lead our financial team into Labcorp’s next phase of growth. We will benefit from Julia’s extensive healthcare and consumer sector experience, strategic insights and operating rigor as we continue to create and unlock value for our shareholders and fulfill our mission to improve health and improve lives.”

“I have long admired Labcorp as a trusted brand and am thrilled to join Labcorp as CFO and see clear opportunities to continue executing on our strategy to help deliver better outcomes for patients,” said Ms. Wang. “No doubt Labcorp offers a mission-driven, collaborative culture that delivers compelling value for patients, employees and shareholders. I look forward to working with Glenn to ensure a seamless transition and partnering with Adam to position Labcorp to continue to provide excellent value to shareholders and accelerated growth as we enter 2025 with momentum.”

About Ms. Julia Wang

Prior to joining BeiGene in 2020, Ms. Wang served as Senior Vice President, Global Business Finance and Corporate Planning at Alexion Pharmaceuticals. Before Alexion, she held leadership positions at Quest Diagnostics (NYSE: DGX), including Vice President of U.S. Regional Finance and Enterprise Commercial, and Vice President of Finance, Value Creation. Earlier in her career, Ms. Wang held senior leadership roles at Johnson & Johnson (NYSE: JNJ) as CFO of various operating businesses in medical device and pharmaceuticals. Previously, she also led finance initiatives at PepsiCo. Ms. Wang earned her MBA from Fuqua School of Business at Duke University and her BA in British Language and Literature from Shandong Normal University.

About Labcorp

Labcorp (NYSE: LH) is a global leader of innovative and comprehensive laboratory services that helps doctors, hospitals, pharmaceutical companies, researchers and patients make clear and confident decisions. We provide insights and advance science to improve health and improve lives through our unparalleled diagnostics and drug development laboratory capabilities. The company's more than 67,000 employees serve clients in approximately 100 countries, provided support for 84% of the new drugs and therapeutic products approved in 2023 by the FDA, and performed more than 600 million tests for patients around the world. Learn more about us at www.labcorp.com.


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Cover page Cover page	Nov. 15, 2024
Cover page. [Abstract]
Written Communications	false
Entity Address, Address Line One	358 South Main Street
Entity Tax Identification Number	99-2588107
Entity Central Index Key	0000920148
Document Period End Date	Nov. 15, 2024
Entity Registrant Name	LABCORP HOLDINGS INC.
City Area Code	336
Local Phone Number	229-1127
Title of 12(b) Security	Common Stock , $0.10 par value
Trading Symbol	LH
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Amendment Flag	false
Entity Incorporation, State or Country Code	DE
Entity File Number	1-11353
Entity Address, City or Town	Burlington,
Entity Address, State or Province	NC
Entity Address, Postal Zip Code	27215
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Document Type	8-K