UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 6, 2024, CCC Intelligent Solutions Holdings Inc. (the “Company”) appointed Neil E. de Crescenzo as a Class II Director of the Company and as member of the Audit Committee of the Board of Directors of the Company (the “Audit Committee”), each effective immediately.
Until October 2023, Mr. de Crescenzo was CEO of Optum Insight, a division of UnitedHealth Group, which he joined upon Optum’s acquisition of Change Healthcare where Mr. de Crescenzo served as CEO since 2013, including leading Change Healthcare’s 2019 IPO. Prior to his tenure at Change Healthcare, Mr. de Crescenzo held senior roles at Oracle and IBM.
Mr. de Crescenzo will be eligible to receive compensation for his service on the Board of Directors (the “Board”) consistent with that provided by the Company to other independent, non-employee directors, which is described under the caption “Director Compensation” in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 9, 2024, as adjusted by the Board of Directors from time to time.
In connection with his appointment to the Board and the Audit Committee, the Board determined that Mr. de Crescenzo is independent pursuant to the required standards set forth in Rule 10A-3(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and pursuant to the definition of independence under Nasdaq Listing Rule 5605(a)(2) and is able to read and understand fundamental financial statements.
Mr. de Crescenzo has no family relationships with any director or executive officer of the Company, and there are no arrangements or understandings with any person pursuant to which he was appointed as a director of the Company. In addition, there have been no transactions directly or indirectly involving Mr. de Crescenzo that would be required to be disclosed pursuant to Item 404(a) of Regulation S-K under the Exchange Act.
Item 7.01 Regulation FD Disclosure.
On November 6, 2024, the Company issued a press release announcing the appointment of Mr. de Crescenzo to the Board, a copy of which is furnished as Exhibit 99.1 hereto and incorporated in this Item 7.01 by reference.
The information in this Item 7.01 and Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section. This information shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference to such disclosure in this Form 8-K in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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99.1 |
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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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CCC INTELLIGENT SOLUTIONS HOLDINGS INC. |
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November 6, 2024 |
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/s/ Brian Herb |
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Name: Title: |
Brian Herb |
CCC Announces Appointment of New Board Member
Healthcare and Technology Executive Neil de Crescenzo Brings Decades of Experience in Scaling Technology and Value Creation
CHICAGO – November 6, 2024 – CCC Intelligent Solutions Holdings Inc. (CCC) (NASDAQ:CCCS), a leading cloud platform provider powering the P&C insurance economy, is pleased to announce the appointment of Neil de Crescenzo to its Board of Directors. Mr. de Crescenzo brings decades of expertise in the healthcare and technology sectors and proven success in deploying technology at scale across industries. His addition strengthens CCC’s commitment to bolstering its market position and driving long-term value for all stakeholders.
“We are thrilled to welcome Neil to our Board as an independent director,” said Githesh Ramamurthy, Chairman and CEO of CCC. “Neil has an exceptional track record in creating material value through the delivery of technology in markets critical to CCC’s growth strategy. He brings valuable insights that align with CCC’s mission to deliver intelligent solutions that empower our customers to operate at the speed of change in an ever-evolving industry. His perspective will enhance our ability to serve clients, expand into new markets, and fuel our next phase of growth.”
Mr. de Crescenzo has been a CEO and senior executive leading some of the largest and most impactful organizations in the global healthcare information technology industry. Most recently and up until October 2023, Mr. de Crescenzo was CEO of Optum Insight, a division of UnitedHealth Group with $18.5 billion in revenue.
Prior to Optum’s acquisition of Change Healthcare, Mr. de Crescenzo served as Change Healthcare’s CEO, where he nearly quadrupled the company’s financial performance and led the company through its NASDAQ IPO in 2019.
Previously, Mr. de Crescenzo held senior roles at Oracle, where he led global teams across life sciences and healthcare, and at IBM, where he drove double-digit growth in healthcare consulting.
I’m honored to join CCC’s journey at such a pivotal time,” said de Crescenzo. “Githesh and the CCC team have built a tremendous business with exciting prospects for growth and transformation, and a long history of driving meaningful impact for clients and stakeholders.”
The addition of Mr. de Crescenzo reflects CCC’s commitment to building a Board of Directors with experienced and forward-thinking leaders to support the company’s vision for growth and market expansion.
About CCC
CCC Intelligent Solutions Inc. (CCC), a subsidiary of CCC Intelligent Solutions Holdings Inc. (NASDAQ: CCCS), is a leading cloud platform provider for the multi-trillion-dollar P&C insurance economy, creating intelligent experiences for insurers, repairers, automakers, part suppliers, and more. The CCC Intelligent Experience (IX) Cloud™ platform, powered by proven AI and an innovative event-based architecture, connects more than 35,000 businesses to power customized applications and platforms for optimal outcomes and personalized experiences that just work. Through purposeful innovation and the strength of its connections, CCC technologies empower the people and industry relied upon to keep lives moving forward when it matters most. Learn more about CCC at www.cccis.com.
Special Note Regarding Forward-Looking Statements
This press release contains forward-looking statements that are based on beliefs and assumptions and on information currently available. In some cases, you can identify forward-looking statements by the following words: “may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,”
“project,” “potential,” “continue,” “ongoing” or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. These statements involve risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to be materially different from the information expressed or implied by these forward-looking statements. Forward-looking statements in this press release include, but are not limited to, statements regarding future use and performance of CCC’s digital solutions. We cannot assure you that the forward-looking statements in this press release will prove to be accurate. These forward-looking statements are subject to a number of risks and uncertainties, including, among others, competition, including technological advances and new products marketed by competitors; changes to applicable laws and regulations; and other risks and uncertainties, including those included under the header “Risk Factors” in CCC’s filings with the Securities and Exchange Commission (“SEC”), including the Form 10-K filed February 28, 2024, which can be obtained, without charge, at the SEC’s website (www.sec.gov). The forward-looking statements in this press release represent our views as of the date of this press release. We anticipate that subsequent events and developments will cause our views to change. However, while we may elect to update these forward-looking statements at some point in the future, we have no current intention of doing so except to the extent required by applicable law. You should, therefore, not rely on these forward-looking statements as representing our views as of any date subsequent to the date of this press release.
Investor Contact:
Bill Warmington
VP, Investor Relations, CCC Intelligent Solutions Inc.
312-229-2355
IR@cccis.com
Media Contact:
Laura Weber
Senior Manager, Public Relations
773-960-7144
lweber@cccis.com