false 0001478242 0001478242 2022-01-24 2022-01-24

 

 

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

Date of Report (Date of earliest event reported): January 26, 2022 (January 24, 2022)

 

 

IQVIA HOLDINGS INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-35907   27-1341991

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

4820 Emperor Blvd.

Durham, North Carolina 27703

(Address of principal executive offices)

Registrant’s telephone number, including area code: (919) 998-2000

Not Applicable

(Former name or former address, if changed since last report.)

 

 

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 communications 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 Act:

 

Title of Each Class

 

Trading

Symbol

 

Name of Each Exchange

on which Registered

Common Stock, par value $0.01 per share   IQV   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

The Board of Directors (the “Board”) of IQVIA Holdings Inc. (the “Company”) appointed Leslie Wims Morris and Sheila A. Stamps to the Board on January 24, 2022 and January 26, 2022, respectively. Ms. Wims Morris will serve as a Class III director, and Ms. Stamps will serve as a Class I director. The Board determined that each of Ms. Wims Morris and Ms. Stamps satisfies the New York Stock Exchange definition of “independent director.”

In connection with their respective appointments to the Board, Ms. Wims Morris and Ms. Stamps are both expected to enter into the Company’s standard indemnification agreement with non-management directors, a copy of which is filed as Exhibit 10.8 to the Company’s Current Report on Form 8-K filed on October 3, 2016 and is incorporated herein by reference. Each of Ms. Wims Morris and Ms. Stamps will participate in the non-employee director compensation arrangements established by the Company for non-employee directors, as described under “Director Compensation” in the Company’s proxy statement dated February 26, 2021 for its 2021 annual meeting of stockholders.

 

Item 7.01.

Regulation FD Disclosure

The Company issued press releases announcing the appointment of each of Ms. Wims Morris and Ms. Stamps, which are attached hereto as Exhibit 99.1 and Exhibit 99.2, respectively, and are incorporated herein by reference.

 

Item 9.01.

Financial Statements and Exhibits

 

Exhibit
No.

  

Description

99.1    Press release dated January 24, 2022
99.2    Press release dated January 26, 2022
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)


SIGNATURE

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

Date: January 26, 2022

 

IQVIA HOLDINGS INC.
By:  

/s/ Eric Sherbet

  Eric Sherbet
  Executive Vice President, General Counsel and Secretary