Current Report · Items 5.02, 7.01, 9.01 · 8-K
OptimizeRx Corporation
OPRXNASDAQEQUITYCurrent
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Regulation FD Disclosure
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers. On April 3, 2026, the Board of Directors (the “Board”) of OptimizeRx Corporation (the “Company”), upon the recommendation of the Board’s Nominating & Governance Committee, appointed Mary Varghese Presti to serve as a director of the Company unt…
Filed Apr 9, 2026Accepted Apr 8, 2026, 5:46 PM EDTCIK 1448431Accession 0001213900-26-041604
Company context
OptimizeRx is a leading healthcare technology company that’s redefining how life science brands connect with patients and healthcare providers. Our platform combines innovative artificial intelligence (AI)-driven tools like the Dynamic Audience Activation Platform (DAAP) and Micro-Neighborhood Targeting (MNT) to deliver timely, relevant, and hyper-local engagement. By bridging the gap between HCP and DTC strategies, we empower brands to create synchronized marketing solutions that drive faster treatment decisions and improved patient outcomes.
Current securities
Disclosure sections
Items 5.02, 7.01, 9.01Select an item to read the extracted section. The as-filed document remains the primary evidence.
Item 5.02Item 5.02 - Departure/Election of Directors
Item 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.
On April 3, 2026, the Board of Directors (the “Board”)
of OptimizeRx Corporation (the “Company”), upon the recommendation of the Board’s Nominating & Governance Committee,
appointed Mary Varghese Presti to serve as a director of the Company until the date of the Company’s 2026 annual meeting of stockholders
and until her successor is elected and qualified, except in the event of her earlier death, resignation or removal. The appointment of
Ms. Varghese Presti as an independent director is in furtherance of the Company’s ongoing process to refresh and expand its Board.
In connection with Ms. Varghese Presti’s appointment to the Board, the Board expanded the size of the Board to seven members from
its current six members. The Board also appointed Ms. Varghese Presti to serve as a member of the Audit Committee.
As a non-employee director, Ms. Varghese Presti will participate in
the Company’s previously disclosed non-employee director compensation program, which includes, among other things, an annual cash
retainer of $45,000, an annual equity grant with a grant date value of approximately $175,000, and an additional annual cash retainer
of $10,000 for serving as a member of the Audit Committee.
Item 7.01Item 7.01 - Regulation FD Disclosure
Item 7.01 Regulation FD Disclosure.
On April 8, 2026, the Company issued a press release announcing the
appointment of Ms. Varghese Presti to its Board. A copy of the press release is furnished with this Current Report on Form 8-K as Exhibit
99.1 and is incorporated herein by reference.
The information in this Item 7.01 and Exhibit 99.1 attached hereto
is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended
(the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated
by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific
reference in such filing.
Item 9.01. Financial Statements and Exhibits.
Exhibit Number Description
────────────────────────────────────────────────────────────────────────────────────────────────────
99.1 Press release, dated April 8, 2026
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
Filed exhibits (1)
EX-99.1 (by filename) ea028547301ex99-1.htmEX-99.1
2
ea028547301ex99-1.htm
PRESS RELEASE, DATED APRIL 8, 2026
Exhibit 99.1
OptimizeRx Appoints Mary Varghese Presti
to Board of Directors
Microsoft Health & Life Sciences COO brings
expertise in scaling healthcare platforms, commercializing new technologies, and driving operational efficiency
WALTHAM, MA - April 8, 2026 (GLOBE NEWSWIRE)
- OptimizeRx Corp. (the “Company”) (Nasdaq: OPRX), a leading provider of healthcare solutions helping life sciences
companies reach and engage healthcare professionals (HCPs) and patients, today announced the appointment of Mary Varghese Presti to its
Board of Directors. The appointment of Varghese Presti as an independent director is in furtherance of the Company’s ongoing process
to refresh and expand its Board of Directors.
Varghese Presti brings more than 25 years of experience
at the intersection of healthcare, life sciences, and technology, with a track record of building and scaling platforms that translate
innovation into real-world impact. She currently serves as Corporate Vice President and Chief Operating Officer of Microsoft’s Health
& Life Sciences organization, where she leads operational strategy and execution for a glo…
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