ACCENDRA HEALTH INC/VA/ — Form 8-K

Accendra Health adopted a Section 382 Rights Agreement on August 10, 2026, effective through August 10, 2029, designed to preserve net operating loss carryforwards and other tax attributes by deterring any person or group from acquiring beneficial ownership of 4.9% or more of outstanding common stock. The plan creates Series C Cumulative Preferred Stock (100,000 shares authorized) with 1,000-to-1 voting ratio and dividend preference, and grants holders rights to purchase one 1/1000th of a preferred share at $15.00 per right, exercisable after a triggering acquisition event or 10 business days after a tender offer announcement. Rights Agent is Computershare Trust Company, N.A.; triggering shareholders' rights become null and void post-acquisition, while other holders gain the ability to purchase common stock at 50% discount or receive one common share per right via exchange.