SEMLER SCIENTIFIC, INC. FILES (8-K) Disclosing Results of Operations and Financial Condition, Change in Directors or Principal Officers, Financial Statements and Exhibits - Insurance News | InsuranceNewsNet

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March 21, 2023 Newswires
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SEMLER SCIENTIFIC, INC. FILES (8-K) Disclosing Results of Operations and Financial Condition, Change in Directors or Principal Officers, Financial Statements and Exhibits

Edgar Glimpses

Item 2.02. Results of Operations and Financial Condition.

On March 21, 2023, Semler Scientific, Inc. issued a press release announcing its
financial results for the fourth quarter and year ended December 31, 2022. A
copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.

The information contained in this Item 2.02 and in the accompanying Exhibit 99.1
shall not be deemed filed for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended, or incorporated by reference in any filing under the
Exchange Act or the Securities Act of 1933, as amended, except as shall be
expressly set forth by specific reference in such filing.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 19, 2023, Douglas Murphy-Chutorian notified Semler that he intended to
resign as chief executive officer in the near term but that he will remain an
employee for a period of time to assist with the transition. In connection with
his resignation, Semler anticipates that it will enter into a separation
agreement to provide for certain severance and other termination benefits in
recognition of his years of service and contributions to Semler.

In light of Dr. Murphy-Chutorian's notification, on March 21, 2023, Semler's
board of directors appointed Wayne T. Pan, M.D., Ph.D., and current member of
the board, as Semler's chief executive officer and president, effective April 3,
2023
.

Wayne T. Pan, M.D., Ph.D., age [59], has served as a member of our board of
directors since May 2014 and was appointed as chief executive officer in March
2023
. Dr. Pan has over 20 years of broad healthcare industry experience from
clinical medicine, to managed care, health information technology and
biotechnology. Prior to his appointment as chief executive officer, from May
2022
through March 2023, Dr. Pan served as medical director at Banner Health,
Insurance Division, responsible for all of Banner's Medicare Programs, including
HMO, PPO and D-SNP. Prior to Banner, from June 2021 to May 2022, he was
co-founder and chief medical officer of Salusive, Inc., a technology-enabled
healthcare services company, based in Emeryville, CA, providing chronic care
management and remote patient monitoring services to help physicians manage
older adults with chronic conditions, leveraging a proprietary NLP/AI platform
that enhances the effectiveness of clinical coaches in real-time as they connect
with their patients. From May 2018 to June 2021, he was employed by BioMarin
Pharmaceutical Inc., a biotechnology company based in Novato, CA, initially as a
medical director in Global Medical Affairs, functioning as the Global Medical
Lead for products in development and marketed products treating the
mucopolysaccharidoses (MPS) diseases, Morquio A (MPS IVA), Maroteaux-Lamy (MPS
VI) and Sanfilippo B (MPS IIIB) syndromes. In January 2021 he moved to the
Product Portfolio Development organization as a director, core team leader
supporting the PKU gene therapy program. He is also a part-time medical director
at San Francisco Health Plan, since May 2014, responsible for utilization
management, appeals and grievances and quality improvement programs. From April
2016
to February 2018, he was a medical director in Quality of Care and Health
Economics and Outcomes Research
, US Medical Affairs at Genentech, Inc., a
biotechnology company based in South San Francisco. Earlier in his career, Dr.
Pan
was a practicing fellowship-trained orthopaedic hand surgeon, a CMO at
several regional Medicaid/Medicare Advantage health plans, and CMO of medical
groups in the San Francisco Bay Area. Dr. Pan holds an M.B.A. from The Wharton
School
, University of Pennsylvania and an M.D. and Ph.D. from the Mt. Sinai
School of Medicine
, and a B.S. in Biology from Johns Hopkins University.

In connection with his expected appointment as president and chief executive
officer, Semler and Dr. Pan expect to enter into an employment agreement
providing for compensation and benefits consistent with his new role, which
Semler will disclose once finalized. As a current director, Dr. Pan is party to
Semler's standard form indemnification agreement. There are no family
relationships between Dr. Pan and any member of Semler's board of directors or
executive officers.

Item 9.01. Financial Statements and Exhibits.

The information contained in this Item 9.01 and in the accompanying Exhibit 99.1
shall not be deemed filed for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended, or incorporated by reference in any filing

under the Exchange Act or the Securities Act of 1933, as amended, except as
shall be expressly set forth by specific reference in such filing.

(d) Exhibits.

Exhibit No.    Description
  99.1           Press Release of Semler Scientific, Inc., dated March 21,
               2023.
104            Cover Page Interactive Data File (embedded within the Inline XBRL
               document)

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