What changed in this filing

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Item 3. Legal Proceedings

2025-03-20 compared with 2024-04-15 · 83 added, 107 removed, 25 unchanged (88% of the section changed)

Legal Proceedings

time to time, we may become involved in legal proceedings or be subject to claims arising in the ordinary course of our business.

to time, we may become involved in legal proceedings or be subject to claims arising in the ordinary course of our business.

are currently not a party to any material legal or administrative proceedings, and we are not aware of any pending or threatened material

1 unchanged sentence

Mine Safety Disclosures

4.1 Information About Our Executive Officers

following information sets forth the names, ages, and positions of our executive officers as of April 15, 2024.

and Offices Held

Not applicable.

Item 4.1 Information About Our Executive Officers

The following information sets forth the names,

ages, and positions of our executive officers as of March 20, 2025.

Positions and Offices Held

Chief Executive Officer

Marion Odence-Ford

General Counsel and

Chief Compliance Officer

General Legal Officer and Chief Human Resources Officer

Edward Stelmakh

Chief Financial Officer and Chief Operations Officer

Chief Product Officer

Chief Product Officer and Chief Technology Officer

Theresa Greco

Chief Commercial Officer

forth below is a brief description of the background and business experience of each of our current executive officers.

Febbo joined the Company as Chief Executive

Officer and as a director in February 2016.

Febbo founded Plexuus, LLC, a payment processing business for medical professionals in

September 2015 and remained its Chairman from September 2015 to December 2020.

From April 2007 to September 2015, Mr.

Febbo served as

Chief Operating Officer of Merriman Holdings, Inc., an investment banking firm, where he assisted with capital raises in the tech, biotech,

cleantech, consumer and resources industries.

Febbo was a co-founder of, and from September 2013 to September 2015 served as Chief

Executive Officer of, Digital Capital Network, Inc., a transaction platform for institutional and accredited investors.

a co-founder of, and from January 1999 to September 2015 was Chief Executive Officer of, MedPanel, LLC, a provider of market intelligence

and communications for the pharmaceutical, biomedical, and medical device industries.

Since 2017, Mr.

Febbo has been a faculty member

of the Massachusetts Institute of Technology’s linQ program, which is a collaborative initiative focused on increasing the potential

of innovative research to benefit society and the economy.

Febbo currently serves as a director of LifeMD Inc, a publicly traded provider

of virtual primary care that offers telemedicine, laboratory and pharmacy services and specialized treatment across more than 200 conditions , and as a director of Augmedix, Inc., a publicly traded provider of automated medical documentation

and data services.

Previously, Mr.

Febbo served as a director of Modular Medical, a publicly traded development stage medical device company

focused on the design, development and eventual commercialization of an innovative insulin pump.

In addition, Mr.

Febbo has been a board

member of the United Nations Association of Greater Boston, a resource for the citizens of Greater Boston on the broad agenda of critical

global issues addressed by the UN and its agencies, since 2004.

January 29, 2018, FINRA accepted a Letter of Acceptance, Waiver and Consent (the “Consent”) submitted by William Febbo.

admitting or denying the findings, Mr.

Febbo consented to the sanctions and to the entry of findings that he permitted Merriman Capital,

to conduct a securities business while below its net capital requirement.

From August 2012 to October 2015, Mr.

Febbo was the Financial

and Operations Principal (FinOp) for a registered broker-dealer, Merriman Capital, Inc.

(“Merriman”).

During certain months

Febbo was FinOp, FINRA found that certain of Merriman’s net capital filings with FINRA were inaccurate because of the

method by which Merriman calculated net capital and that, when corrected, it was retroactively determined that Merriman had operated

below its minimum net capital requirements.

Febbo, as FinOp, signed certain of these reports and was thus held responsible.

on the Consent, in settlement, Mr.

Febbo, who was then no longer registered with any broker-dealer, accepted a fine of $5,000, a 10-business

day suspension from acting as FinOp for any FINRA member and required to requalify by examination for the Series 27 license before again

acting in a FinOp capacity.

Silvestro was appointed the Company’s President as of October 2023.

He joined the Company as Chief Commercial Officer in April

Set forth below is a brief description of

the background and business experience of each of our current executive officers.

Silvestro was appointed the Chief Executive

Officer in March 2025.

He joined the Company as Chief Commercial Officer in April 2019 and has since served as President from October

2023 until his appointment as interim CEO in January 2025.

Prior to joining the Company, Mr.

Silvestro was with CCH® Tagetik, a Wolters Kluwer company that provides corporate performance

management software solutions for planning, consolidation and reporting, as its Vice President and General Manager from January 2018

until April 2019.

Silvestro was with CCH® Tagetik, a Wolters

Kluwer company that provides corporate performance management software solutions for planning, consolidation and reporting, as its Vice

President and General Manager from January 2018 until April 2019.

From April 2017 to January 2018, Mr.

Silvestro was with Prognos Health, Inc., a healthcare data and analytics company,

as its Chief Commercial Officer and, before that, from September 2007 to April 2017, he was with Decision Resources Group, a multi-national

corporation that provides high value global data solutions, analytics and consulting services to pharmaceutical, biotech, medical device,

healthcare provider and payer, and managed care companies, in various capacities with him last serving as Executive Vice President, Head

of Global Sales.

Odence-Ford joined the Company as General Counsel & Chief Compliance Officer in February 2021.

Silvestro was with Prognos Health,

Inc., a healthcare data and analytics company, as its Chief Commercial Officer and, before that, from September 2007 to April 2017, he

was with Decision Resources Group, a multi-national corporation that provides high value global data solutions, analytics and consulting

services to pharmaceutical, biotech, medical device, healthcare provider and payer, and managed care companies, in various capacities

with him last serving as Executive Vice President, Head of Global Sales.

Marion Odence-Ford

Odence-Ford was named the Chief Legal Officer

and Chief Human Resources Officer effective January 1, 2025.

She joined the Company as General Counsel & Chief Compliance Officer

in February 2021.

From April 2013 to June 2020, Ms.

Odence-Ford was Vice President & Deputy General Counsel at Decision Resources Group, a multi-national corporation that provides high

value global data solutions, analytics and consulting services to pharmaceutical, biotech, medical device, healthcare provider and payer,

and managed care companies.

Odence-Ford was Vice President & Deputy General Counsel at Decision Resources

Group, a multi-national corporation that provides high value global data solutions, analytics and consulting services to pharmaceutical,

biotech, medical device, healthcare provider and payer, and managed care companies.

From November 2004 to November 2012, Ms.

Odence-Ford was Vice President & Associate General Counsel at

CRA International, Inc.

(dba Charles River Associates), a global consulting firm that offers economic, financial, and strategic expertise

to major law firms, corporations, accounting firms, and governments around the world.

was Vice President & Associate General Counsel at CRA International, Inc.

(dba Charles River Associates), a global consulting firm

that offers economic, financial, and strategic expertise to major law firms, corporations, accounting firms, and governments around the

From May 2004 to November 2004, Ms.

was a member of the GTC Law Group, LLP, a law firm specializing in the business affairs of companies in the high tech and biotech industries.

Odence-Ford was a member of the GTC Law Group, LLP, a law firm specializing in the business

affairs of companies in the high tech and biotech industries.

Prior to joining the GTC Law Group, Ms.

Odence-Ford worked on the legal teams of Bank of America Corporation/Fleet Boston Financial Corporation

from November 2002 to May 2004, and Akamai Technologies, Inc.

Odence-Ford worked on the legal

teams of Bank of America Corporation/Fleet Boston Financial Corporation from November 2002 to May 2004, and Akamai Technologies, Inc.

from October 1999 to November 2002.

Odence-Ford began her legal career

in private practice at Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, PC, where she advised public and private companies on corporate

Stelmakh joined the Company as Chief Financial Officer and Chief Operating Officer in October 2021.

Odence-Ford began her legal career in private practice at Mintz, Levin, Cohn, Ferris, Glovsky

and Popeo, PC, where she advised public and private companies on corporate matters.

Edward Stelmakh

Stelmakh joined the Company as Chief Financial

Officer and Chief Operating Officer in October 2021.

Prior to joining the Company, Mr.

Stelmakh served as Senior Vice President, Chief Financial Officer and Chief Operating Officer of Otsuka America Pharmaceuticals Inc.

(“Otsuka”), a US division of a Japanese global healthcare enterprise, since April 2020.

Previously, he held various positions

at Otsuka including Senior Vice President and Chief Financial Officer (December 2017 – March 2020) and Vice President and Chief

Financial Officer (December 2015 – November 2017).

Stelmakh served as Senior Vice President, Chief

Financial Officer and Chief Operating Officer of Otsuka America Pharmaceuticals Inc.

(“Otsuka”), a US division of a Japanese

global healthcare enterprise, since April 2020.

Previously, he held various positions at Otsuka including Senior Vice President and Chief

Financial Officer (December 2017 – March 2020) and Vice President and Chief Financial Officer (December 2015 – November 2017).

From March 2010 to December 2015, Mr.

Stelmakh worked at Covance, a division

of LabCorp, Inc., as Vice President, Finance, Clinical Development and Commercialization Services.

Stelmakh worked at Covance, a division of LabCorp, Inc., as Vice President, Finance, Clinical Development

and Commercialization Services.

Prior thereto, Mr.

Stelmakh held a

variety of positions of increasing responsibilities at Johnson & Johnson, Sanofi-Aventis, Organon/Schering-Plough and Mylan.

Besch joined the Company in May 2021 as SVP Product Strategy & Innovation and became the Company’s Chief Product Officer in October

Stelmakh held a variety of positions of increasing responsibilities at Johnson &

Johnson, Sanofi-Aventis, Organon/Schering-Plough and Mylan.

Besch was named the Chief Product Officer

and Chief Technology Officer effective January 1, 2025.

He joined the Company in May 2021 as SVP Product Strategy & Innovation and

became the Company’s Chief Product Officer in October 2022.

Prior to joining the Company, from January 2018 to May 2021, Dr.

Besch was the Vice President over Payor and Market Access Solutions

for Clarivate (previously Decision Resources Group (DRG)), a multi-national corporation that provides high value global data solutions,

analytics and consulting services to pharmaceutical, biotech, medical device, healthcare provider and payer, and managed care companies.

the Vice President over Payor and Market Access Solutions for Clarivate (previously Decision Resources Group (DRG)), a multi-national

corporation that provides high value global data solutions, analytics and consulting services to pharmaceutical, biotech, medical device,

healthcare provider and payer, and managed care companies.

Prior to Clarivate, from January 2012 to June 2017, Dr.

Besch was a co-founder and the Chief Product Officer for Rx Savings Solution,

a company which helps members and payers reduce prescription drug costs through a combination of

clinical technology, transparency, member engagement and concierge support .

Besch holds a PharmD and MBA from Creighton University

and practiced as a pharmacist for the Walgreens Boots Alliance corporation from 2007 through 2013.

Greco joined the Company in October 2023 as the Company’s Chief Commercial Officer with the Company’s acquisition of Healthy

(“Medicx Health”), where Ms.

Besch was a co-founder

and the Chief Product Officer for Rx Savings Solution, a company which helps members and payers

reduce prescription drug costs through a combination of clinical technology, transparency, member engagement and concierge support .

Besch holds a PharmD and MBA from Creighton University and practiced as a pharmacist for the Walgreens Boots Alliance corporation

from 2007 through 2013.

Theresa Greco

Greco joined the Company in October 2023 as

the Company’s Chief Commercial Officer with the Company’s acquisition of Healthy Offers, Inc.

(“Medicx Health”),

Greco served as its President since August 2022.

Prior to joining Medicx Health,

Greco was at Prognos Health, Inc., a healthcare data and analytics company, from August 2018 to January 2022 as its Chief Commercial

Officer where she led all aspects of product strategy, marketing, sales, and customer delivery.

Prior to joining Medicx Health, Ms.

Greco was at Prognos Health, Inc., a healthcare

data and analytics company, from August 2018 to January 2022 as its Chief Commercial Officer where she led all aspects of product strategy,

marketing, sales, and customer delivery.

Prior to Prognos, Ms.

Greco held the

Chief Commercial Officer position at MediSpend, a global technology company focused on life sciences compliance solutions.

2010 through August 2017, Ms.

Greco was with LexisNexis Healthcare through their acquisition of Health Market Science, where she held

a variety of progressive executive positions including in Customer Success, Product Strategy, Commercial Strategy, and Sales that contributed

to revenue growth and profitability that yielded a successful exit.

Greco led the Life Sciences consulting group providing consultation

and technology solutions to life sciences companies for master data management at Computer Sciences Corporation from April 2008 to August

Greco held the Chief Commercial Officer position at MediSpend, a global

technology company focused on life sciences compliance solutions.

From August 2010 through August 2017, Ms.

Greco was with LexisNexis

Healthcare through their acquisition of Health Market Science, where she held a variety of progressive executive positions including in

Customer Success, Product Strategy, Commercial Strategy, and Sales that contributed to revenue growth and profitability that yielded a

successful exit.

Greco led the Life Sciences consulting group providing consultation and technology solutions to life sciences companies

for master data management at Computer Sciences Corporation from April 2008 to August 2010.

Prior to 2008, Ms.

Greco held various positions at IQVIA and Pfizer.

Greco held various positions

at IQVIA and Pfizer.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 3. Legal Proceedings