Form 8-K












Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 10, 2013



Apria Healthcare Group Inc.

(Exact name of registrant as specified in its charter)




Delaware   333-168159   33-0488566

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)

26220 Enterprise Court

Lake Forest, California

(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (949) 639-2000

Not Applicable

(Former name or former address, if changed since last report.)



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))




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

Departure and Election of Directors

On December 10, 2013, Michael Dal Bello resigned from his position as a member of the Board of Directors (the “Board”) of Apria Healthcare Group Inc. (the “Company”). The Company is grateful to Mr. Dal Bello for his dedicated service to the Board.

On December 13, 2013, Daniel J. Starck, the Chief Executive Officer of the Company’s home respiratory therapy and home medical equipment segment, was elected to the Board, filling the vacancy created by the resignation of Mr. Dal Bello.

Departure of Principal Financial Officer

In accordance with the terms of the Revised Compensation Agreement dated as of February 19, 2013 between Peter A. Reynolds and the Company (the “Compensation Agreement”), the employment of Peter A. Reynolds, the Company’s Chief Accounting Officer and principal financial officer, will terminate on December 31, 2013. The Compensation Agreement was previously filed with the Securities and Exchange Commission as Exhibit 10.40 to the Company’s Annual Report on Form 10-K filed on March 11, 2013.


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.


Date: December 16, 2013         By:  

/s/ Robert S. Holcombe

        Name:   Robert S. Holcombe
        Title:   Executive Vice President, General Counsel and Secretary