SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 3, 2021
Inovalon Holdings, Inc.
(Exact name of registrant as specified in its charter)
|Delaware|| ||001-36841|| ||47-1830316|
|(State or other jurisdiction|
| ||(IRS Employer|
|4321 Collington Road|| |
|(Address of principal executive offices)|| ||(Zip Code)|
Registrant’s telephone number, including area code: (301) 809-4000
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
|Title of Each Class||Trading Symbol||Name Of Each Exchange On Which Registered|
|Class A Common Stock, $0.000005 par value per share||INOV||NASDAQ Global Select Market|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and Financial Condition.
On February 3, 2021, Inovalon Holdings, Inc. (the “Company”) issued a press release announcing its selected financial position data as of December 31, 2020, results of operations for the three and twelve months ended December 31, 2020, and other related information. The Company also posted supplemental earnings presentation materials on the investor section of the Company’s website at www.inovalon.com. Copies of the press release and supplemental earnings presentation are furnished as Exhibit 99.1 and Exhibit 99.2, respectively, and are incorporated herein by reference.
In accordance with General Instructions B.2 and B.6 of Form 8-K, the information included in this Current Report on Form 8-K, including Exhibit 99.1 and Exhibit 99.2 hereto, 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 it be deemed incorporated by reference into any filing made by the Company under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
Item 7.01. Regulation FD Disclosure.
The disclosure contained in Item 2.02 of this Current Report on Form 8-K is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
|Exhibit No.|| ||Description|
|101.INS||*||Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)|
|101.SCH||*||Inline XBRL Taxonomy Extension Schema Document|
|101.CAL||*||Inline XBRL Taxonomy Extension Calculation Linkbase Document|
|101.DEF||*||Inline XBRL Taxonomy Extension Definition Linkbase Document|
|101.LAB||*||Inline XBRL Taxonomy Extension Label Linkbase Document|
|101.PRE||*||Inline XBRL Taxonomy Extension Presentation Linkbase Document|
|104||*||Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)|
* Furnished herewith.
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ||INOVALON HOLDINGS, INC.|
| || || |
|Dated: February 3, 2021||By:||/s/ KEITH R. DUNLEAVY, M.D.|
| || ||Keith R. Dunleavy, M.D.|
| || ||Chief Executive Officer and Chairman|