REGIONAL HEALTH PROPERTIES, INC

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Appointment of Chief Financial Officer On April 26, 2026, the Board of Directors (the “Board”) of Regional Health Properties, Inc. (the “Company”) appointed Marlie Davis, CPA, MBA, as the Company’s Chief Financial Officer, effective May 1, 2026. Ms. Davis will serve as the Company’s principal financial officer and principal accounting officer, unless and until the Company appoints or designates another person to serve in either such capacity. Ms. Davis, age 55, is a Certified Public Accountant with more than 20 years of finance, accounting, audit and real estate investment experience. Since 2019, she has served as Chief Financial Officer and Controller of Hatteras Sky, where she has led finance and accounting operations for a multi-entity real estate investment platform. Earlier in her career, Ms. Davis held senior finance and assurance roles at Sixty West, Cherry Bekaert LLP, AGH, LLC and CohnReznick LLP, with a focus on financial reporting, audit, internal controls and advisory services for public companies, real estate developers and investment entities. Ms. Davis holds an MBA from Utica College and a BBA in Accounting from the University of Central Florida. There are no arrangements or understandings between Ms. Davis and any other person pursuant to which she was selected as Chief Financial Officer. There are no family relationships between Ms. Davis and any director or executive officer of the Company. Ms. Davis does not have a direct or indirect material interest in any transaction that would require disclosure under Item 404(a) of Regulation S-K. In connection with her appointment, the Company and Ms. Davis entered into an offer letter, dated April 24, 2026, which Ms. Davis accepted on April 25, 2026. Pursuant to the offer letter, Ms. Davis will receive an initial annual base salary of $265,000. Ms. Davis will also be eligible to participate in the Company’s discretionary annual bonus program, with a target bonus opportunity of $100,000, with the amount of any bonus to be determined based on criteria established with the Company’s Chief Executive Officer and the Compensation Committee of the Board of Directors. Subject to approval by the Board of Directors or the appropriate committee thereof and the terms of the Company’s equity incentive plan and applicable award agreement, the Company will grant Ms. Davis 35,000 restricted stock units and an option to purchase 35,000 shares of the Company’s common stock. The exercise price, vesting schedule, term and other conditions of the option will be set forth in the applicable award agreement. Ms. Davis will be eligible to participate in the Company’s employee benefit plans and programs generally made available to similarly situated employees, subject to the terms, conditions and eligibility requirements of such plans and programs. The offer letter provides that Ms. Davis’s employment with the Company will be at will. Upon a termination of Ms. Davis’s employment by the Company without cause, Ms. Davis will be entitled to receive nine months of severance. Resignation of Director On April 27, 2026, Christopher Winkle notified the Company of his resignation from the Board, effective May 31, 2026. Mr. Winkle’s resignation was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.