SEC Form 8-K filed by Computer Programs and Systems Inc.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): March 4, 2024

TRUBRIDGE, INC.

(Exact Name of Registrant as Specified in Charter)

54 St. Emanuel Street, Mobile, Alabama 36602

(Address of Principal Executive Offices, including Zip Code)

(251) 639-8100

(Registrant’s telephone number, including area code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act:

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:

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. ☐

Effective March 4, 2024, Computer Programs and Systems, Inc. (the “Company”) changed its name to TruBridge, Inc. (the “Name Change”). The Name Change was approved by the Company’s Board of Directors (the “Board”) and was effectuated through the filing of a Certificate of Amendment (the “Certificate of Amendment”) to the Company’s Certificate of Incorporation (the “Certificate of Incorporation”) previously filed with the Delaware Secretary of State. Pursuant to Delaware law, a stockholder vote was not necessary to effectuate the Name Change, and the Name Change does not affect the rights of the Company’s stockholders. The Company, by action of the Board, also amended and restated its Amended and Restated Bylaws dated October 26, 2022 (the “Bylaws”), solely to reflect the Name Change (as newly amended, the “Amended and Restated Bylaws dated March 4, 2024”). Other than the Name Change, the Company did not make any changes to its Certificate of Incorporation or Bylaws.

Effective March 4, 2024, the Company’s common stock will trade under its new name, TruBridge, Inc., and a new symbol, TBRG. The Company’s common stock will continue to trade on the NASDAQ Stock Market LLC, and the CUSIP of the Company’s common stock will remain unchanged.

The foregoing descriptions of the Certificate of Amendment and the Amended and Restated Bylaws dated March 4, 2024 are qualified in their entirety by reference to the full text of each such document, copies of which are filed as Exhibit 3.1 and Exhibit 3.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.

(d) Exhibits

The following exhibits are filed herewith:

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SIGNATURES

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.

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