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): February 1720, 2026

VERADIGM INC.

(Exact name of Registrant as Specified in Its Charter)


Delaware	000-32085	36-4392754
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

222 Merchandise Mart
Chicago, Illinois		60654
(Address of Principal Executive Offices)		(Zip Code)

     Registrant’s Telephone Number, Including Area Code: 800 334-8534

    

(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(s)	Name of each exchange on which registered
Common Stock, par value $0.01 per share	MDRX	N/A (OTC Expert Market)

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 28.0201 ResultsOther of Operations and Financial ConditionEvents.

On February 1720, 2026, Veradigm Inc., ~~a Delaware corporation~~ (the “Company”), ~~announced~~received ~~that~~a itletter ~~has~~from ~~provided~~the ~~preliminary~~Division ~~estimated,~~of ~~unaudited~~Enforcement ~~ranges~~ of ~~GAAP~~the ~~revenue~~U.S. ~~for~~Securities and Exchange Commission (the ~~fiscal~~“SEC”) ~~years~~stating ~~ended~~that ~~December~~it ~~31,~~has ~~2024~~concluded ~~and~~its ~~2025~~investigation ~~and~~as ~~preliminary~~to ~~estimated~~the Company and, ~~unaudited~~based ~~cash~~on ~~and~~the ~~debt~~information ~~positions~~available as of ~~December~~the ~~31,~~date ~~2024~~of ~~and~~the ~~December 31~~letter, ~~2025,~~it ~~along~~does ~~with~~not ~~certain~~intend ~~other~~to ~~financial~~recommend ~~information~~an ~~(collectively,~~enforcement ~~the “Financial Information”)~~action. The ~~Financial~~letter ~~Information~~was isissued ~~contained~~under in the ~~press~~procedures ~~release~~described ~~attached~~in ~~hereto~~Securities asAct ~~Exhibit~~Release 99No.1 ~~and~~5310, issignaling ~~incorporated~~the ~~herein~~formal byend ~~reference~~of the investigation.

The ~~Financial~~Company ~~Information~~was isalso ~~preliminary,~~separately ~~and~~informed ~~final~~that ~~results~~Mr. ~~may~~Richard ~~change~~J. ~~These~~Poulton ~~preliminary~~and ~~results~~Ms. ~~are~~Leah ~~based~~S. ~~upon~~Jones, the Company’s ~~estimates~~former Chief Executive Officer and ~~are~~former ~~subject~~Chief Financial Officer, respectively, received similar letters from the SEC. The investigation began when the Company voluntarily disclosed to ~~completion~~the Staff of the SEC an independent investigation by the Audit Committee of the Board of Directors of the Company relating to the Company’s financial ~~closing~~reporting, ~~procedures.~~internal Incontrols ~~addition~~over financial reporting and disclosure controls, ~~these~~as ~~preliminary~~described ~~results~~in ~~have~~a ~~not~~Current ~~been~~Report ~~audited~~on Form 8-K filed by the Company’s ~~independent~~with ~~registered~~the ~~public~~SEC ~~accounting~~on ~~firm~~January 10, 2024.

The information furnished pursuant to this Item 2.02 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.SIGNATURES

~~Item~~Pursuant ~~9.01~~to ~~Financial~~the ~~Statements~~requirements ~~and~~of ~~Exhibits~~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.

(d) Exhibits.


		VERADIGM INC.

February 24, 2026	By:	/s/ Eric Jacobson
		Eric Jacobson Senior Vice President, Deputy General Counsel & Corporate Secretary

ExhibitNo.
99.1		Press release issued by Veradigm Inc. on February 17, 2026
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.

			VERADIGM INC.
Date:	February 17, 2026	By:	/s/ Leland Westerfield
			Leland WesterfieldInterim Chief Financial Officer

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