Current Report · Items 5.02, 9.01 · 8-K
Privia Health Group, Inc.
PRVANASDAQEQUITYCurrent
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers. On August 12, 2026, the Board of Directors (the “Board”) of Privia Health Group, Inc. (the “Company”) elected Opella Ernest, M.D. to the Board as a Class III director, effective September 1, 2026. The Board also appointed Dr.…
Disclosure sections
Item 5.02Item 5.02 - Departure/Election of Directors
Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
On August 12, 2026, the Board of Directors (the “Board”) of Privia Health Group, Inc. (the “Company”) elected Opella Ernest, M.D. to the Board as a Class III director, effective September 1, 2026. The Board also appointed Dr. Ernest as a member of the Compliance Committee of the Board effective September 1, 2026.
The Board has determined Dr. Ernest to be independent in accordance with the independence standards of the rules of The Nasdaq Stock Market. There are no arrangements or understandings between Dr. Ernest and any other persons pursuant to which Dr. Ernest was selected as a director, and there are no transactions in which Dr. Ernest has a direct or indirect material interest requiring disclosure under Item 404(a) of Regulation S-K.
As compensation for her service as a director, Dr. Ernest will receive an annual cash retainer in accordance with the terms and conditions of the Company’s Non-Employee Director Compensation Program (the “Director Compensation Program”). Consistent with the terms of the Director Compensation Program, Dr. Ernest will also receive an annual equity grant, pursuant to the 2021 Omnibus Incentive Plan, as amended, of restricted stock units with a grant date fair market value of $200,000. Dr. Ernest will receive an initial grant pro-rated for the number of months that she will serve on the Board through the date of the next annual meeting of stockholders. The terms and conditions of these grants will be governed by an agreement substantially in the form of the Company’s Form of 2021 Omnibus Plan Restricted Stock Unit Award for Non-Employee Directors.
On August 18, 2026, the Company issued a press release announcing the election of Dr. Ernest to the Board. A copy of the Company’s press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.