Veradigm Extends Stockholder Rights Plan (Form 8-K)

Veradigm Extends Stockholder Rights Plan

Chicago - February 2, 2026 - Veradigm^® (OTCMKTS: MDRX), a leading provider of clinical and revenue cycle solutions for independent practices, today announced that its Board of Directors (the "Board") has approved an amendment to extend the Company's existing Stockholder Rights Plan to December 31, 2026 (the "Rights Plan").

The Board's decision to extend the Rights Plan is based on its determination that many of the underlying risks and conditions that existed upon the initial adoption of the Rights Plan will continue to be present beyond February 20, 2026. Accordingly, the Rights Plan is being extended to continue to ensure that all Veradigm stockholders have the opportunity to realize the full potential value of their investment. The Rights Plan does not prevent the Company from pursuing any offer that is fair and otherwise in the best interests of stockholders.

Under the Rights Plan, rights become exercisable only if a person or group accumulates beneficial ownership of 20% or more of the outstanding shares of Company common stock (including in the form of synthetic ownership through derivative positions) in a transaction not approved by the Board, whether or not such person or group is an eligible passive investor.

The Board currently intends to terminate the Rights Plan no later than the time that the Company becomes current in its financial reporting and has applied for relisting of its shares of common stock on a national stock exchange. The Company expects to provide a business update during the month of February, at which time the Company also intends to provide an update regarding its efforts to become current in its financial reporting.

Further details about the Rights Plan, as amended, will be contained in a Current Report on Form 8-K to be filed by the Company with the Securities and Exchange Commission.

About Veradigm^®

Veradigm has a proven history of delivering clinical and revenue cycle solutions that help independent practices improve outcomes and financial performance. Our AI-forward data and technology also help over 20,000 provider practices connect with health plans and biopharma to eliminate inefficiencies, close care gaps, and create a more affordable health system.

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