UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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| of Incorporation) | File Number) | Identification No.) |
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Explanatory Note
On the Closing Date, the Company filed a Current Report on Form 8-K reporting the completion of the Merger (the “Original Report”). This Amendment No. 1 to the Original Report is being filed with the Securities and Exchange Commission (the “Commission”) solely to amend and supplement Item 9.01 of the Original Report, as described in Item 9.01 below. This Amendment No. 1 makes no other amendments to the Original Report.
Item 9.01 Financial Statements and Exhibits.
| (a) | Financial statements of businesses acquired. |
| Pursuant to General Instruction B.3 of Form 8-K, the audited consolidated financial statements of SunLink as of and for the years ended June 30, 2024 and 2023, including the independent auditor’s report, the unaudited condensed consolidated balance sheet of SunLink as of March 31, 2025 and the unaudited condensed consolidated financial statements as of March 31, 2025 and for the three and nine month periods ended March 31, 2025 and 2024 are not required to be filed again by this Current Report on From 8-K, because substantially the same information was previously filed in the Company’s Registration Statement on Form S-4, as originally filed with the Commission on May 5, 2025 (File No. 333-286975) and as thereafter amended. | |
| (b) | Pro forma financial information |
| The unaudited pro forma condensed consolidated combined financial information as of and for the six months ended June 30, 2025 and for the year ended December 31, 2024 is filed herewith as Exhibit 99.1 and is incorporated by reference into this Item 9.01(b) | |
| (c) | Shell company transactions. None. |
| (d) | Exhibits. |
| 99.1 | Unaudited Pro Forma Condensed Combined Consolidated Financial Information as of and for the six months ended June 30, 2025 and for the year ended December 31, 2024 | |
| 104 | Cover Page Interactive Data File (embedded in the cover page 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 thereunto duly authorized.
| REGIONAL HEALTH PROPERTIES, INC. | |||
| Date: | October 30, 2025 | By: | /s/ Brent Morrison |
| Brent Morrison | |||
| Chief Executive Officer and President | |||