{"filing":{"accession_number":"0001104659-26-093381","cik":"0000075252","ticker":"ACH","company_name":"ACCENDRA HEALTH INC/VA/","form":"8-K","filing_date":"2026-08-10","report_date":"2026-08-09","primary_document":"tm2622667d3_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/75252/000110465926093381/tm2622667d3_8k.htm"},"events":[{"id":26605,"run_id":24185,"accession_number":"0001104659-26-093381","anchor_item_number":"5.03","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.85,"summary":"On August 10, 2026, the Board of Directors adopted a Section 382 Tax Asset Preservation Plan (Rights Agreement) with Computershare Trust Company, N.A., as rights agent, designed to protect net operating losses and tax attributes by deterring acquisitions of 4.9% or more of outstanding common stock. The plan includes amendment of the Articles of Incorporation to designate Series C Cumulative Preferred Stock and materially affects shareholder rights and the company's capital structure through August 10, 2029.","company_name":"ACCENDRA HEALTH INC/VA/","ticker":"ACH","filing_date":"2026-08-10","form":"8-K","submitted_at":null,"items":[{"id":27786,"accession_number":"0001104659-26-093381","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"The Company entered into a Section 382 Rights Agreement (Tax Asset Preservation Plan) on August 10, 2026, with Computershare Trust Company, N.A., as rights agent. This is a governance and shareholder-protection mechanism designed to preserve net operating losses and tax attributes by deterring acquisitions of 4.9% or more of outstanding common stock. While the filing is technically Item 1.01 (Material Definitive Agreement), the substance is a governance measure—a rights plan—rather than a traditional M\u0026A transaction, debt issuance, or other financial event. The plan is material to shareholders as it affects voting control and future capital structure, but it does not fit the specific M\u0026A, debt, or financial categories; governance_other is the most appropriate classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:25:47.773335+00:00","company_name":"","ticker":null,"filing_date":""},{"id":27787,"accession_number":"0001104659-26-093381","item_number":"3.03","item_title":"Material Modifications to Rights of Security Holders.","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"The filing discloses adoption of a Section 382 Rights Agreement (Tax Asset Preservation Plan) by the Board of Directors, designed to protect NOLs and tax attributes by deterring acquisitions of 4.9% or more of outstanding stock. This is a governance event involving shareholder rights modification and anti-takeover provisions, material to investors assessing capital structure and control risks, though it does not fit the specific categories of exec_appointment, exec_departure, or shareholder_vote_results.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:25:47.773335+00:00","company_name":"","ticker":null,"filing_date":""},{"id":27788,"accession_number":"0001104659-26-093381","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws;","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"The Board of Directors adopted a Section 382 Tax Asset Preservation Plan (a \"rights agreement\") and filed Articles of Amendment designating Series C Cumulative Preferred Stock with Virginia. This is a governance event involving amendment of the company's articles of incorporation and adoption of a shareholder rights plan—a defensive measure designed to protect NOL tax attributes by deterring acquisitions of 4.9% or more of outstanding stock. While not a standard governance category (not an audit, executive, or shareholder vote matter), it is clearly a governance-level decision that would materially affect shareholder interests and the company's capital structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:25:47.773335+00:00","company_name":"","ticker":null,"filing_date":""},{"id":27789,"accession_number":"0001104659-26-093381","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"The Company announced adoption of a Section 382 Rights Agreement (Tax Asset Preservation Plan) by its Board of Directors on August 10, 2026, designed to protect NOLs and tax attributes by deterring acquisitions of 4.9% or more of outstanding stock. This is a governance action—a shareholder rights plan—that materially affects the Company's capital structure and shareholder protections, though it is not a specific named governance event (such as an executive appointment, departure, or compensation arrangement). The plan is material because it restricts potential ownership changes and affects long-term shareholder value.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:25:47.773335+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":27786,"accession_number":"0001104659-26-093381","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"The Company entered into a Section 382 Rights Agreement (Tax Asset Preservation Plan) on August 10, 2026, with Computershare Trust Company, N.A., as rights agent. 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The plan is material to shareholders as it affects voting control and future capital structure, but it does not fit the specific M\u0026A, debt, or financial categories; governance_other is the most appropriate classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:25:47.773335+00:00","company_name":"ACCENDRA HEALTH INC/VA/","ticker":"ACH","filing_date":"2026-08-10"},{"id":27787,"accession_number":"0001104659-26-093381","item_number":"3.03","item_title":"Material Modifications to Rights of Security Holders.","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"The filing discloses adoption of a Section 382 Rights Agreement (Tax Asset Preservation Plan) by the Board of Directors, designed to protect NOLs and tax attributes by deterring acquisitions of 4.9% or more of outstanding stock. 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This is a governance event involving amendment of the company's articles of incorporation and adoption of a shareholder rights plan—a defensive measure designed to protect NOL tax attributes by deterring acquisitions of 4.9% or more of outstanding stock. While not a standard governance category (not an audit, executive, or shareholder vote matter), it is clearly a governance-level decision that would materially affect shareholder interests and the company's capital structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:25:47.773335+00:00","company_name":"ACCENDRA HEALTH INC/VA/","ticker":"ACH","filing_date":"2026-08-10"},{"id":27789,"accession_number":"0001104659-26-093381","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"The Company announced adoption of a Section 382 Rights Agreement (Tax Asset Preservation Plan) by its Board of Directors on August 10, 2026, designed to protect NOLs and tax attributes by deterring acquisitions of 4.9% or more of outstanding stock. This is a governance action—a shareholder rights plan—that materially affects the Company's capital structure and shareholder protections, though it is not a specific named governance event (such as an executive appointment, departure, or compensation arrangement). The plan is material because it restricts potential ownership changes and affects long-term shareholder value.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:25:47.773335+00:00","company_name":"ACCENDRA HEALTH INC/VA/","ticker":"ACH","filing_date":"2026-08-10"}]}