Surgery Partners Inc 2024年度报告

Form 10-K ☒Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal yearended December 31, 2024 OR☐Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission file number: 001-37576Surgery Partners, Inc. (Exact name of registrant as specified in its charter) (I.R.S. EmployerIdentification No.) 340 Seven Springs Way, Suite 600Brentwood, Tennessee 37027(Address of principal executive offices and zip code)(615) 234-5900(Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Name of each exchange on whichregistered Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes☐No☐ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes☐No☐ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file suchreports), and (2) has been subject to such filing requirements for the past 90 days. Yes☐No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period thatthe registrant was required to submit such files). Yes☐No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smallerreporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act. Large accelerated filer☐Accelerated filer☐Non-accelerated filer☐Smaller reportingcompany☐Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition periodfor complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of theeffectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) bythe registered public accounting firm that prepared or issued its audit report.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐No☐ The aggregate market value of the registrant’s voting and non-voting common equity held by non-affiliates of the registrantbased on the closing price of the shares of common stock on The Nasdaq Stock Market on June 30, 2024, was $2.6 billion. As ofFebruary 24, 2025, there were 127,613,091 shares of the registrant’s common stock outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant's definitive proxy statement for the 2025 annual meeting of stockholders are incorporated byreference into Part III of this report. SURGERY PARTNERS, INC.FORM 10-KTABLE OF CONTENTS PART I Item 1.Business1Item 1A.Risk Factors11Item 1B.Unresolved Staff Comments27Item 1C.Cybersecurity27Item 2.Properties27Item 3.Legal Proceedings27Item 4.Mine Safety Disclosures28 PART II Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and IssuerPurchases of Equity Securities29Item 6.[Reserved]30Item 7.Management's Discussion and Analysis of Financial Condition and Results ofOperations30Item 7A.Quantitative and Qualitative Disclosure About Market Risk39Item 8.Financial Statements and Supplementary Data39Item 9.Changes in and Disagreements With Accountants on Accounting and FinancialDisclosure39Item 9A.Controls and Procedures40Item 9B.Other Information42Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections42 PART III Item 10.Directors, Executive Officers and Corporate Governance43Item 11.Executive Compensation43Item 12.Security Ownership of Certain Beneficial Owners and Management and RelatedStockholder Matters43Item 13.Certain Relationships and Related Transactions, and Director Independence43Item 14.Principal Accounting Fees and Services43 PART IV Table of Co