Regional Health Properties Inc 2024年度报告

Securities registered under Section 12(g) of the Exchange Act:None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405of the Securities Act. Yes☐No☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or15(d) of the Exchange Act. Yes☐No☒ Indicate by check mark whether the registrant (1) has filed all reports required to be filed bySection 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or forsuch shorter period that the registrant was required to file such reports), and (2) has been subject tosuch filing requirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every InteractiveData File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter)during the preceding 12 months (or for such shorter period that the registrant was required to submitsuch files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, anon-accelerated filer, a smaller reporting company or an emerging growth company. See definitionof “large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growthcompany” in Rule 12b-2 of the Exchange Act. Large acceleratedfiler☐Non-accelerated filer☒Emerging growthcompany☐ Smaller reportingcompany☒ If an emerging growth company, indicate by check mark if the registrant has elected not to usethe extended transition period for complying with any new or revised financial accounting standardsprovided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant has filed a report on and attestation to itsmanagement’s assessment of the effectiveness of its internal control over financial reporting underSection 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accountingfirm that prepared or issued its audit report.☐If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 ofthe Exchange Act). Yes☐No☒ The aggregate market value of Regional Health Properties, Inc.’s common stock, no par value,held by non-affiliates as of June 30, 2024, the last business day of Regional Health Properties, Inc.’smost recently completed second fiscal quarter was $3,356,244. The number of shares of RegionalHealth Properties, Inc., common stock, no par value, outstanding as of March 25, 2025, was2,129,239. Regional Health Properties, Inc.Form 10-KTable of Contents Part IItem 1.Business4Item1A.Risk Factors21Item1B.Unresolved Staff Comments44Item1C.Cybersecurity44Item2.Properties46Item3.Legal Proceedings48Item4.Mine Safety Disclosures48Part IIItem5.Market for Registrant’s Common Equity, Related StockholderMatters and Issuer Purchases of Equity Securities49Item6.[Reserved]49Item7.Management’s Discussion and Analysis of Financial Conditionand Results of Operations50Item7A.Quantitative and Qualitative Disclosures About Market Risk66Item8.Financial Statements and Supplementary DataItem9.Changes In and Disagreements With Accountants on Accountingand Financial Disclosure109Item9A.Controls and Procedures109Item9B.Other Information110Item9C.Disclosure Regarding Foreign Jurisdictions that PreventInspections110PartIIIItem10.Directors, Executive Officers and Corporate Governance111Item11.Executive Compensation118Item12.Security Ownership of Certain Beneficial Owners andManagement and Related Stockholder Matters130Item13.Certain Relationships and Related Transactions, and DirectorIndependence133Item14.Principal Accountant Fees and Services135PartIVItem15.Exhibits, Financial Statement Schedules136Item16.Form 10-K Summary148Signatures149 Statement Regarding Forward-Looking Statements Certain statements in this Annual Report on Form 10-K (this “Annual Report”)contain “forward-looking” information as that term is defined by the PrivateSecurities Litigation Reform Act of 1995.Any statements that do not relate tohistorical or current facts or matters are forward-looking statements. Examplesof forward-looking statements include all statements regarding our expectedfuture financial position, results of operations, cash flows, liquidity, financingand refinancing plans, strategic and business plans, tenants, operators, projectedexpenses and capital expenditures, competitive position, growth and acquisitionopportunities, and compliance with, and changes in, governmental regulations.You can identify some of the forward-looking statements by the use of forward-looking words such as “anticipate,” “believe,” “plan,” “estimate,” “expect,”“intend,” “should,” “may” and other similar expressions, although not allforward-looking statements contain these identifying words. Our actual results may differ materially from those projected or contemplated byour forward-loo