UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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FORM
CURRENT REPORT
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 17, 2023, AdaptHealth LLC (the “Sponsor”), a subsidiary of AdaptHealth Corp. (the “Company”), adopted the AdaptHealth LLC Non-qualified Deferred Compensation Plan (the “Plan”), effective as of January 1, 2024. The Plan constitutes an unfunded, non-qualified deferred compensation plan that is intended to comply with Section 409A of the Internal Revenue Code of 1986, as amended (“Section 409A”). Participation in the Plan is limited to a select group of management and highly compensated employees, including the named executive officers of the Company.
Deferral and distribution elections will be made in accordance with the terms of the Plan and Section 409A. Participant contributions will be fully vested at all times. At its sole discretion, the Sponsor may credit participant accounts with contributions from the Sponsor. The amount credited to each participant account will be treated as if invested in the investment options made available under the Plan and be adjusted for hypothetical investment earnings, expenses, gains or losses in an amount equal to the earnings, expenses, gains or losses attributable to such investment options.
Obligations of the Sponsor under the Plan represent at all times an unfunded and unsecured promise to pay money in the future. Each participant in the Plan is an unsecured general creditor of the Sponsor with respect to deferred compensation obligations. Any amounts set aside to defray the liabilities assumed by the Sponsor will remain the general, unpledged unrestricted assets of the Sponsor.
The above summary of the Plan does not purport to be complete and is qualified in its entirety by reference to the full text of the Plan, a copy of which is filed herewith as Exhibit 10.1 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits |
| Exhibit No. |
Description |
| 10.1 | AdaptHealth LLC Non-qualified Deferred Compensation Plan |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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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.
Dated: November 22, 2023
| AdaptHealth Corp. | ||
| By: | /s/ Jason Clemens | |
| Name: | Jason Clemens | |
| Title: | Chief Financial Officer | |