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) ~~August~~September 1922, 2025

OPTION CARE HEALTH, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-11993	05-0489664
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

3000 Lakeside Dr. Suite 300N, Bannockburn, IL 60015

(Address of principal executive offices)

(312) 940-2443

(Registrant's telephone number, including area code)

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))

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. ¨

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

Title of each Class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.0001 par value per share		OPCH		Nasdaq Global Select Market

Item 51.0201. ~~Departure~~Entry ofinto ~~Directors~~a orMaterial ~~Certain~~Definitive ~~Officers; Election of Directors; Appointment of Certain Officers;~~Agreement

~~Compensatory~~On ~~Arrangements~~September 22, 2025, Option Care Health Inc. (the “Company”) entered into that certain Fourth Amendment to Amended and Restated First Lien Credit Agreement (the “Amendment”), by and among the Company, as borrower, certain subsidiaries of ~~Certain~~the ~~Officers~~Company party thereto, each 2025 Refinancing Term Lender, each 2025 Incremental Term Lender, each Extending Revolving Credit Lender and Bank of America, N.A., as administrative agent (the “Agent”), which amends that certain Amended and Restated First Lien Credit Agreement, dated as of October 27, 2021 (as amended by that certain First Amendment to Amended and Restated First Lien Credit Agreement, dated as of June 8, 2023, that certain Second Amendment to Amended and Restated First Lien Credit Agreement, dated as of December 7, 2023, that certain Third Amendment to Amended and Restated First Lien Credit Agreement, dated as of May 8, 2024, and the Amendment, the “Credit Agreement”), by and among the Company, as borrower, certain subsidiaries of the Company from time to time party thereto, the Lenders from time to time party thereto and the Agent. The Amendment, among other things, (i) refinances the existing term loans under the Credit Agreement with a new class of term loans bearing interest at a lower interest rate of Term SOFR plus 1.75% and maturing seven years after the effective date of the Amendment, (ii) provides for incurrence of incremental term loans in the aggregate principal amount of $49,639,386.20, which bear interest at the same interest rate and have the same maturity date as provided in the foregoing clause (i), and (iii) extends the maturity date of the revolving credit commitments under the Credit Agreement to the fifth anniversary of the effective date of the Amendment (subject to a springing maturity date moving the maturity date of such revolving credit commitments to 91 days prior to the maturity date of the Unsecured Notes to the extent any amount of the Unsecured Notes remains unpaid as of such date). Post-Amendment, the principal amount of the First Lien Term Loan indebtedness under the Credit Agreement is approximately $678,000,000.

OnThe ~~August 20,~~foregoing ~~2025,~~description of ~~Option~~the ~~Care~~Amendment ~~Health, Inc.~~is ~~(the~~not ~~“Company”) announced~~complete ~~the~~and ~~appointment~~is ofqualified ~~Meenal~~in A.its ~~Sethna~~entirety asby ~~Executive~~reference ~~Vice~~to ~~President,~~the ~~Chief~~full ~~Financial~~text ~~Officer~~ of the ~~Company~~Amendment, ~~effective~~which ~~October 1,~~is attached to ~~2025.~~this ~~Ms. Sethna~~Current ~~succeeds~~Report ~~Michael~~on ~~Shapiro~~Form 8-K as Exhibit 10.1, ~~who~~and is ~~expected~~incorporated toherein ~~continue~~by toreference. ~~serve~~Capitalized terms used in athis ~~non-executive~~Item 1.01 ~~capacity~~but ~~through~~not ~~March 31, 2026~~defined inherein ~~order~~have the meaning assigned to ~~help~~such ~~facilitate~~terms ain ~~smooth~~the ~~transition~~Amendment or the Credit Agreement, as applicable.

~~Ms. Sethna,~~Item ~~age 56, is employed by Littelfuse, Inc~~2.,03 aCreation diversified, industrial technology manufacturing company, through September 2025, where she previously served as Executive Vice President and Chief Financial Officer from 2016 to June 2025 and Senior Vice President of ~~Finance from 2015 to 2016. Prior to joining Littelfuse, she served from 2011 to 2015 as Vice President and Corporate Controller of Illinois Tool Works Inc.,~~ a ~~diversified~~Direct ~~manufacturer~~Financial ofObligation ~~specialized industrial~~or ~~equipment,~~an ~~consumables,~~Obligation ~~and~~under ~~related~~an service businesses. Previous to that, Ms. Sethna worked at Motorola Inc., most recently as Vice President, Finance, and she began her career at Baxter International in roles of increasing responsibility in its finance organization. Ms. Sethna is a graduate of the Kellogg School of Management at Northwestern University and the University of IllinoisOff-~~Urbana~~Balance ~~and is~~Sheet aArrangement ~~Certified Public Accountant. Ms. Sethna currently serves on the board~~ of ~~directors of SPX Technologies, Inc.,~~ a ~~diversified, global supplier of highly engineered products and technologies serving the HVAC and detection and measurement markets~~Registrant.

~~Pursuant to an employment offer letter agreement approved by the Compensation~~The ~~Committee~~information ofset ~~the~~forth ~~Company’s~~in ~~Board~~Item ~~of Directors (the “Compensation Committee”), Ms~~1. ~~Sethna’s~~01 ~~initial~~above ~~annual compensation~~is ~~will~~incorporated ~~consist~~into ofthis anItem ~~annual base salary of $655,000, a target annual cash incentive opportunity equal to 90% of annual base salary earnings and annual target long-term incentive compensation valued at $~~2~~,400,000~~.03 ~~For~~by ~~fiscal 2025, her annual cash incentive opportunity will be pro-rated for the portion of the year she is employed~~reference. In addition, in order to incentivize her to join the Company and in lieu of a separate long-term incentive compensation award for fiscal 2025, Ms. Sethna will receive a restricted stock unit award with a grant date fair value of $1,500,000 that vests on the three-year anniversary of the commencement of her employment.

~~Pursuant~~Item ~~to a transition agreement approved by the Compensation Committee, as of the date of his transition to his new role, Mr~~9. ~~Shapiro’s base salary will be reduced from $615,000 to $246,000~~01. ~~Mr. Shapiro will~~Financial ~~remain~~Statements ~~eligible~~and ~~for payment of his fiscal 2025 annual cash incentive based on base salary actually earned during the fiscal year.~~Exhibits

~~The employment offer letter agreement with Ms.~~(d) ~~Sethna and the transition agreement with Mr. Shapiro are attached hereto as~~ Exhibits 10.~~1 and 10.2, respectively.~~

Item 7.01. Regulation FD Disclosure.

Exhibit Number		Exhibit Description
10.1		Fourth Amendment to Amended and Restated First Lien Credit Agreement, dated as of September 22, 2025, by and among Option Care Health, Inc., a Delaware corporation, as borrower, each other Loan Party (as defined therein) party thereto, each 2025 Refinancing Term Lender (as defined therein) party thereto, each 2025 Incremental Term Lender (as defined therein), each Extending Revolving Credit Lender (as defined therein) and Bank of America, N.A., as administrative agent.
104		Cover Page Interactive Data File (embedded within the inline XBRL document)

~~The Company has issued a press release announcing the appointment of Ms. Sethna as Chief Financial Officer. A copy of the press release is attached hereto as Exhibit 99.1.~~SIGNATURES

~~The~~Pursuant ~~information~~to inthe ~~this Item 7.01, including Exhibit 99.1 attached~~requirements ~~hereto, is being furnished and shall not be deemed “filed” for purposes~~ of ~~Section 18 of~~ the Securities Exchange Act of 1934, ~~as amended (~~the ~~“Exchange~~Registrant ~~Act”),~~has orduly ~~otherwise~~caused ~~subject~~this report to ~~the~~be ~~liabilities~~signed ofon ~~that~~its ~~Section and~~behalf ~~shall not be incorporated~~ by ~~reference into any registration statement or other document pursuant to~~ the ~~Securities~~undersigned ~~Act of 1933, as amended, or the Exchange Act,~~hereunto ~~except~~duly ~~as otherwise expressly stated in such filing~~authorized.

Item 9.01. Financial Statements and Exhibits.

			Option Care Health, Inc.

Date:	September 25, 2025	By:	/s/ Michael Shapiro
			Michael Shapiro
			Chief Financial Officer

(d) Exhibits

Exhibit No.		Description
10.1		Employment Offer Letter, dated as of August 19, 2025, between Option Care Health, Inc. and Meenal A. Sethna.
10.2		Transition Agreement and Release, dated as of August 19, 2025, between Option Care Enterprises, Inc. and Michael Shapiro.
99.1		Press Release issued by Option Care Health, Inc., dated August 20, 2025.
104		The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

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.

			Option Care Health, Inc.
Date:	August 20, 2025	By:	/s/ Michael Shapiro
			Michael Shapiro
			Chief Financial Officer

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