Form 8-K - Groowe Newsroom

8-K — Option Care Health, Inc.

Accession: 0001104659-26-039171

Filed: 2026-04-02

Period: 2026-03-30

CIK: 0001014739

SIC: 8082 (SERVICES-HOME HEALTH CARE SERVICES)

Item: Entry into a Material Definitive Agreement

Item: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

Item: Financial Statements and Exhibits

Documents

8-K — tm2610775d1_8k.htm (Primary)

EX-10.1 — EXHIBIT 10.1 (tm2610775d1_ex10-1.htm)

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8-K — FORM 8-K

8-K (Primary)

Filename: tm2610775d1_8k.htm · Sequence: 1

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0001014739

2026-03-30

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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 30, 2026

OPTION

CARE HEALTH, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-11993

05-0489664

(State or other jurisdiction of

incorporation)

(Commission File Number)

(IRS

Employer Identification Number)

3000 Lakeside Dr. Suite 300N, Bannockburn, IL 60015

(Address

of principal executive offices)

(312) 940-2443

(Registrant's

telephone number, including area code)

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))

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 ¨

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. ¨

Securities registered pursuant to Section 12(b) of

the Act:

Title of each Class

Trading Symbol(s)

Name of each exchange on which registered

Common

Stock, $0.0001 par value per share

OPCH

Nasdaq Global Select Market

Item 1.01. Entry into a Material Definitive Agreement

On March 30, 2026,

Option Care Health, Inc. (the “Company”) entered into that certain Fifth Amendment to Amended and Restated First

Lien Credit Agreement (the “Amendment”), by and among the Company, as borrower, certain subsidiaries of the Company

party thereto, each Incremental Revolving Lender party thereto and Bank of America, N.A., as administrative agent (the “Agent”),

which amends that certain Amended and Restated First Lien Credit Agreement, dated as of October 27, 2021 (as amended by that certain

First Amendment to Amended and Restated First Lien Credit Agreement, dated as of June 8, 2023, that certain Second Amendment to Amended

and Restated First Lien Credit Agreement, dated as of December 7, 2023, that certain Third Amendment to Amended and Restated First

Lien Credit Agreement, dated as of May 8, 2024, that certain Fourth Amendment to Amended and Restated First Lien Credit Agreement,

dated as of September 22, 2025, and the Amendment, the “Credit Agreement”), by and among the Company, as borrower,

certain subsidiaries of the Company from time to time party thereto, the Lenders from time to time party thereto and the Agent. The Amendment,

among other things, establishes new revolving credit commitments in an aggregate principal amount equal to $450,000,000, which takes the

form of an increase to the existing Revolving Credit Commitments. Post-Amendment, the aggregate principal amount of Revolving Credit Commitments

outstanding pursuant to the Credit Agreement is $850,000,000.

The foregoing description

of the Amendment is not complete and is qualified in its entirety by reference to the full text of the Amendment, which is attached to

this Current Report on Form 8-K as Exhibit 10.1, and is incorporated herein by reference. Capitalized terms used in this Item

1.01 but not defined herein have the meaning assigned to such terms in the Amendment or the Credit Agreement, as applicable.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation

under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth

in Item 1.01 above is incorporated into this Item 2.03 by reference.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.

Exhibit

Number

Exhibit Description

10.1

Fifth Amendment to Amended and Restated First Lien Credit Agreement, dated as of March 30, 2026, by and among Option Care Health, Inc., a Delaware corporation, as borrower, each other Loan Party (as defined therein) party thereto, each Incremental Revolving Lender (as defined therein) party thereto and Bank of America, N.A., as administrative agent.

104

Cover Page Interactive Data File (embedded within the inline XBRL document)

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.

Option Care Health, Inc.

Date: April 2,

2026

By:

/s/ Meenal Sethna

Meenal Sethna

Chief Financial Officer

EX-10.1 — EXHIBIT 10.1

EX-10.1

Filename: tm2610775d1_ex10-1.htm · Sequence: 2

Exhibit 10.1

FIFTH AMENDMENT TO AMENDED AND

RESTATED FIRST LIEN CREDIT AGREEMENT

This FIFTH AMENDMENT TO AMENDED AND RESTATED FIRST

LIEN CREDIT AGREEMENT, dated as of March 30, 2026 (this “Amendment”), among Option Care Health, Inc.

(f/k/a BioScrip, Inc.), a Delaware corporation (the “Parent Borrower” and a “Borrower”),

each other Loan Party party hereto, each Incremental Revolving Lender (as defined below) party hereto and Bank of America, N.A., as

administrative agent (in such capacity, the “Agent”).

WHEREAS,

the Parent Borrower, the other Loan Parties from time to time party thereto, the Lenders (as defined therein) from time to time party

thereto, and the Agent are parties to that certain Amended and Restated First Lien Credit Agreement, dated as of October 27, 2021

(as amended by that certain First Amendment to Amended and Restated First Lien Credit Agreement, dated as of June 8, 2023, that certain

Second Amendment to Amended and Restated First Lien Credit Agreement, dated as of December 7, 2023, that certain Third Amendment

to Amended and Restated First Lien Credit Agreement, dated as of May 8, 2024, that certain Fourth Amendment to Amended and Restated

First Lien Credit Agreement, dated as of September 22, 2025, and as amended, restated, amended and restated, supplemented or otherwise

modified prior to the date hereof, the “Existing Credit Agreement” and, the Existing Credit Agreement as amended hereby

and as further amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”);

capitalized terms used herein without definition shall have the same meanings herein as set forth in the Credit Agreement after giving

effect to this Amendment;

WHEREAS,

the Parent Borrower has requested that, pursuant to Section 2.14 of the Existing Credit Agreement, the Existing Credit Agreement

be amended to establish new revolving credit commitments thereunder in an aggregate principal amount equal to $450,000,000 (the “Incremental

Revolving Credit Commitments” and, each Lender with an Incremental Revolving Credit Commitment, an “Incremental Revolving

Lender”), which Incremental Revolving Credit Commitments shall take the form of an increase to the existing Class of Revolving

Credit Commitments;

WHEREAS,

the Parent Borrower designates BofA Securities, Inc., JPMorgan Chase Bank, N.A. and Truist Securities, Inc. (collectively,

the “Amendment No. 5 Arrangers”) to act as joint lead arrangers and joint bookrunners for this

Amendment;

WHEREAS,

the Parent Borrower, the Agent and each of the Incremental Revolving Lenders party hereto wish to amend the Existing Credit Agreement

as set forth in Section I hereof.

NOW,

THEREFORE, in consideration of the premises and the agreements, provisions and covenants herein contained, the parties hereto agree

as follows:

SECTION I.

AMENDMENTS TO EXISTING CREDIT AGREEMENT

Subject to the

satisfaction (or waiver) of the conditions precedent set forth in Section III hereof, the Parent Borrower, the Agent and each

of the Incremental Revolving Lenders party hereto hereby agree to the amendments to the Existing Credit Agreement as set forth below:

(a)            The

definition of “Revolving Credit Commitment” in Section 1.01 of the Existing Credit Agreement is hereby amended and restated

in its entirety as follows:

“Revolving

Credit Commitment” means, as to each Revolving Credit Lender, its obligation to (a) make Revolving Credit Loans to the

Borrowers, (b) purchase participations in LC Obligations in respect of Letters of Credit and (c) purchase participations in

Swing Line Loans, as such commitment may be adjusted in accordance with this Agreement, including (a) reduced from time to time pursuant

to Section 2.06 and (b) reduced or increased from time to time pursuant to (i) assignments by or to such Revolving Credit

Lender pursuant to an Assignment and Assumption, (ii) an Incremental Amendment, (iii) a Refinancing Amendment or (iv) an

Extension. The amount of each Revolving Credit Lender’s Commitment is set forth in Schedule 1.01A of Amendment No. 5 under

the caption “Revolving Credit Commitment” or in the Assignment and Assumption, in each case, as may be amended pursuant to

any Incremental Amendment, Extension Amendment or Refinancing Amendment pursuant to which such Lender shall have assumed, increased or

decreased its Revolving Credit Commitment, as the case may be.

(b)           Section 1.01

of the Existing Credit Agreement is hereby amended to insert the following definition in appropriate alphabetical order:

“Amendment

No. 5” means that certain Fifth Amendment to Amended and Restated First Lien Credit Agreement, dated as of March 30,

2026, by and among the Parent Borrower, the other Loan Parties party thereto, the Administrative Agent and the lenders party thereto.

SECTION II. INCREMENTAL

REVOLVING CREDIT COMMITMENTS

(a)            Pursuant

to and in accordance with Section 2.14 of the Credit Agreement, effective as of the Amendment No. 5 Effective Date, the Borrowers

shall incur, and each Incremental Revolving Lender hereby agrees to provide, Incremental Revolving Credit Commitments in an amount

equal to the amount set forth next to such Incremental Revolving Lender’s name in Schedule 1.01 hereto and on terms as set forth

in the Credit Agreement on the Amendment No. 5 Effective Date.

(b)            The

Incremental Revolving Credit Commitments shall be an increase to the existing Class of Revolving Credit Commitments and subject to

the same terms and provisions that apply to the Revolving Credit Commitments in the Existing Credit Agreement and the other Loan Documents.

On the Amendment No. 5 Effective Date (immediately after giving effect to the amendments to the Credit Agreement effected by Section I

hereof), subject to the terms and conditions set forth herein, for all purposes of the Loan Documents, (i) each Incremental Revolving

Credit Commitment shall constitute a “Revolving Credit Commitment”, (ii) the Incremental Revolving Credit Commitments

constitute “Obligations” for all purposes of the Loan Documents and (iii) each Incremental Revolving Lender shall be

a “Lender” and a “Revolving Credit Lender”.

of the Amendment No. 5 Effective Date, after giving effect to the incurrence of the Incremental Revolving Credit Commitments

hereunder, the aggregate principal amount of Revolving Credit Commitments outstanding pursuant to the Credit Agreement shall be

$850,000,000.

(d)            For

purposes of Section 2.14(d)(iv) of the Existing Credit Agreement, and, solely for the benefit of the Revolving Credit Lenders,

Sections 7.14(a)(iii)(I) and 7.14(b)(iii) of the Existing Credit Agreement, the Parent Borrower is incurring the $450,000,000

of Incremental Revolving Credit Commitments in reliance on Section 2.14(d)(iv)(C) of the Existing Credit Agreement and, solely

for the benefit of the Revolving Credit Lenders, Sections 7.14(a)(iii)(I) and 7.14(b)(iii) of the Existing Credit Agreement.

SECTION III.

CONDITIONS TO EFFECTIVENESS OF AMENDMENTS TO EXISTING CREDIT AGREEMENT

This Amendment

shall become effective upon the satisfaction (or waiver) of all of the following conditions precedent (the date of satisfaction (or waiver)

of such conditions precedent being referred to herein as the “Amendment No. 5 Effective Date”).

Execution. The Agent’s receipt

of the following, each of which shall be original, .pdf or facsimile copies or delivered by other electronic method unless otherwise

specified:

(i)             a

counterpart signature page to this Amendment duly executed by each Incremental Revolving Lender, the Parent Borrower and the other

Loan Parties party hereto;

(ii)            a

legal opinion from Kirkland & Ellis LLP, as counsel to the Loan Parties, in form and substance reasonably satisfactory to the

Agent, addressed to the Incremental Revolving Lenders and covering such matters relating to this Amendment as the Agent shall reasonably

request;

(iii)           a

copy of a certificate of good standing (to the extent such concept exists) from the applicable secretary of state or other responsible

governmental organization in the state of organization of each Loan Party, dated within thirty (30) days of the Amendment No. 5 Effective

Date, certifying that the respective Loan Party is duly organized and in good standing under the laws of such jurisdiction;

(iv)           a

certificate of the Secretary, Assistant Secretary or other appropriate Responsible Officer of the Loan Parties dated the Amendment

No. 5 Effective Date and certifying (A) that attached thereto is a true and complete copy of the by-laws, limited

liability company agreement, operating agreement, limited partnership agreement or equivalent document of each Loan Party as in

effect on the Amendment No. 5 Effective Date (or that such organizational documents have not been amended since the date such

documents were previously provided to the Agent), (B) that attached thereto is a true and complete copy of resolutions duly

adopted by the Board of Directors (or committee thereof or analogous governing body) of each Loan Party authorizing the execution,

delivery and performance of this Amendment and the documents related thereto to which such Loan Party is a party, and that such

resolutions have not been modified, rescinded or amended and are in full force and effect, (C) that attached thereto is a true

and complete copy of the certificate of incorporation or formation, articles of organization or formation, or equivalent document of

each Loan Party as in effect on the Amendment No. 5 Effective Date (or that such organizational documents have not been amended

since the date such documents were previously provided to the Agent) and (D) as to the incumbency and specimen signature of

each officer executing this Amendment or any other document delivered in connection herewith on behalf of each Loan Party (or that

the incumbency and specimen signatures of such Loan Parties provided in the to the certificate previously delivered to the Agent on

behalf of the Loan Parties on the Closing Date remains in full force and effect).

(v)            a

solvency certificate from the chief financial officer of the Parent Borrower substantially in the form of Exhibit D-2 to the

Credit Agreement; and

(vi)           a

Revolving Credit Note executed by the Borrowers in favor of each Incremental Revolving Lender that has requested a Revolving Credit Note

at least three (3) Business Days in advance of the Amendment No. 5 Effective Date.

B.            Fees

and Other Amounts. Payment of all fees and expenses in connection with the Amendment (including reasonable and documented out-of-pocket

legal fees and expenses) payable to the Incremental Revolving Lenders on or before the Amendment No. 5 Effective Date shall have

been paid to the extent then due; provided, that all such amounts shall be required to be paid, as a condition precedent to the

Amendment No. 5 Effective Date, only to the extent invoiced at least one (1) Business Day prior to the Amendment No. 5

Effective Date.

C.            Representations

and Warranties. Each of the representations and warranties of the Loan Parties contained herein and in the Loan Documents shall be

true and correct in all material respects on and as of the Amendment No. 5 Effective Date after giving effect to the Amendment as

if made on and as of such date, except for representations and warranties expressly stated to relate to a specific earlier date, in which

case such representations and warranties shall be true and correct in all material respects as of such earlier date (provided,

that, in each case such materiality qualifier shall not be applicable to any representations or warranties that already are qualified

or modified by materiality or Material Adverse Effect).

D.            Absence

of Event of Default. No Event of Default has occurred and is continuing at the time of the effectiveness of the Amendment or immediately

after giving effect thereto.

E.             KYC;

Patriot Act. So long as requested at least ten (10) Business Days prior to the Amendment No. 5 Effective Date, (x) the

Agent shall have received, at least three (3) Business Days prior to the Amendment No. 5 Effective Date, all documentation and

other information with respect to Borrowers and the Guarantors that is required by regulatory authorities under applicable “know

your customer” and anti-money laundering rules and regulations, including, without limitation, the PATRIOT Act and (y) any

Borrower that qualifies as a “legal entity customer,” under the Beneficial Ownership Regulation shall deliver, at least three

(3) Business Days prior to the Amendment No. 5 Effective Date, a beneficial ownership certificate to the Agent (which may be

on an LSTA form).

SECTION IV. REAFFIRMATION

OF GUARANTEES AND SECURITY INTERESTS

Each of the Loan

Parties party to the Credit Agreement, the Security Agreement and the other Collateral Documents, in each case as amended, restated,

amended and restated, supplemented or otherwise modified from time to time, hereby as of the date hereof (i) acknowledges and

agrees that all of its Obligations under the Credit Agreement, the Security Agreement and the other Collateral Documents to which it

is a party are reaffirmed and remain in full force and effect on a continuous basis, (ii) reaffirms each Lien granted by each

Loan Party to the Agent, its successors and permitted assigns, for the benefit of the Secured Parties and reaffirms the guaranties

made pursuant to the Credit Agreement and (iii) acknowledges and agrees that the grants of security interests by and the

guaranties of the Loan Parties contained in the Credit Agreement and the Security Agreement are, and shall remain, in full force and

effect after giving effect to this Amendment.

SECTION V.

MISCELLANEOUS

A.             Reference

to and Effect on the Credit Agreement and the Other Loan Documents.

(i)             On

and after the Amendment No. 5 Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”,

“hereof”, “herein” or words of like import referring to the Credit Agreement, and each reference in the other

Loan Documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import referring

to the Existing Credit Agreement shall mean and be a reference to the Credit Agreement as amended by this Amendment.

(ii)            Except

as specifically amended by this Amendment, the Credit Agreement and the other Loan Documents shall remain in full force and effect and

are hereby ratified and confirmed and this Amendment shall not be considered a novation.

(iii)           This Amendment shall constitute a “Loan Document”.

B.            Limitation

of Amendment and Waiver. Nothing herein shall be deemed to (i) entitle any Loan Party to a further consent to, or a further waiver,

amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit

Agreement or any other Loan Document in similar or different circumstances or (ii) constitute a modification, limitation, impairment

or waiver of any right, power or remedy available to the Agent or the Incremental Revolving Lenders under the Credit Agreement or any