Form 8-K

8-K — Covista Inc.

Accession: 0001104659-26-087540

Filed: 2026-07-28

Period: 2026-07-28

CIK: 0000730464

SIC: 8200 (SERVICES-EDUCATIONAL SERVICES)

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

Item: Financial Statements and Exhibits

Documents

8-K — cvsa-20260728x8k.htm (Primary)

EX-99.1 (cvsa-20260728xex99d1.htm)

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8-K

8-K (Primary)

Filename: cvsa-20260728x8k.htm · Sequence: 1

Covista Inc._July 28, 2026

0000730464false00007304642026-07-282026-07-28

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): July 28, 2026

Covista Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-13988

36-3150143

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

233 South Wacker Drive

Chicago, IL

60606

(Address of principal executive offices)

(Zip Code)

(312) (651-1400)

(Registrant’s telephone number, including area code)

N/A

(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 (see General Instruction A.2. below):

☐ 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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Name of each exchange on

which registered

Common Stock $0.01 Par Value

CVSA

New York Stock Exchange

Common Stock $0.01 Par Value

CVSA

NYSE Texas

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 ☐

If 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. ☐

Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers

(d) The Covista Inc. (“Covista”) Board of Directors (the “Board”) has appointed Ms. Emily Chiu and Ms. Leslie Storms as independent members of Covista’s Board effective August 17, 2026. Ms. Chiu and Ms. Storms will stand for re-election at Covista’s 2026 annual meeting of stockholders. The Board anticipates naming Ms. Chiu and Ms. Storms to serve on one or more committees of the Board, but their committee assignments have not been determined at the time of this Form 8-K.

Ms. Chiu and Ms. Storms will receive compensation and benefits from Covista for service on the Board on the same terms as other non-employee directors. This compensation includes a prorated grant of restricted stock units with a grant date fair value of approximately $32,986.00 on August 17, 2026. Ms. Chiu and Ms. Storms will also receive an equity retainer grant of restricted stock units with a grant date value of $150,000.00 immediately following the annual meeting of stockholders and annual cash compensation of $85,000.00 paid quarterly.

There are no arrangements or understandings between Ms. Chiu or any other person pursuant to which she was appointed as a director of Covista.

There are no arrangements or understandings between Ms. Storms or any other person pursuant to which she was appointed as a director of Covista.

There are no transactions between either Ms. Chiu and Covista or Ms. Storms and Covista that would be reportable under Item 404(a) of Regulation S-K promulgated under the Securities Act of 1933.

In connection with the foregoing appointments, the Board approved an increase in the size of the Board from ten to twelve members effective August 17, 2026.

A copy of the press release announcing the appointment of Ms. Chiu and Ms. Storms to the Covista Board is attached to this Current Report on Form 8-K as Exhibit 99.

Item 9.01 Financial Statements and Exhibits

99.1

Press Release of Covista Inc., dated July 28, 2026.

104

Cover Page Interactive Data File (formatted in Inline XBRL and included as Exhibit 101)

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.

Covista Inc.

By:

/s/ Robert J. Phelan

Robert J. Phelan

Senior Vice President and Chief Financial Officer

(Principal Financial Officer)

Date: July 28, 2026

EX-99.1

Filename: cvsa-20260728xex99d1.htm · Sequence: 2

Exhibit 99.1

Covista Names Emily C. Chiu and Leslie Storms to its Board of

Directors

Appointments Deepen the Board’s Expertise Across Healthcare Delivery, Technology, Higher

Education and Veterinary Medicine

Supports Effective Oversight of the Company’s Growth and Long-Term Strategy

CHICAGO – JULY 28, 2026 – Covista (NYSE: CVSA), America's largest healthcare educator, today

announced the appointments of Emily C. Chiu and Leslie Storms to its Board of Directors, effective

August 17, 2026.

Ms. Chiu and Ms. Storms join the Covista Board at an important moment as Covista embarks on

Purpose at Scale, its three-year growth strategy to address the nation's healthcare workforce

challenges. Ms. Chiu is a former CEO with deep experience in technology, fintech and edtech, and

brings a builder's perspective to scale businesses to drive growth. Ms. Storms brings extensive

operating experience across healthcare delivery, medtech and acquisition integration, and currently

leads one of North America's largest veterinary health networks.

"Emily and Leslie bring exactly the kind of experience and judgment that strengthens our board," said

Steve Beard, Chairman and Chief Executive Officer of Covista. "Both have led at the highest levels in

high-stakes environments, with a track record of building and scaling successful businesses. Their

backgrounds span technology, higher education, healthcare delivery and veterinary medicine, sectors

that are integral to Covista's future growth. As we advance Purpose at Scale, their insights will help

sharpen our strategic thinking and strengthen our position in the market."

Ms. Chiu is the former Chief Executive Officer of Novo Platform, a fintech company designed to

democratize banking solutions for small businesses and entrepreneurs. She previously served as a

member of the executive team at Block Inc. (NYSE: XYZ), where she co-founded and served as Chief

Operating Officer of its open-source platform and led new product development for Cash App,

international expansion, and mergers and acquisitions for Square. Ms. Chiu also has extensive

experience in edtech, having previously co-founded ventures in higher education, including accredited

universities recognized by EDUCAUSE and The Bill & Melinda Gates Foundation as a “breakthrough

model in college completion” for offering flexible, affordable and workforce relevant post-secondary

degree programs. She currently serves on the board of Justworks and has previously served on the

boards of Barnes & Noble Education (NYSE: BNED) and the Center for Creative Leadership (CCL), a

nonprofit provider of leadership development.

Media Contact

Nick Lucido

nick.lucido@covista.com

“Technology at its best doesn't replace human connection—it expands who gets access. Nowhere is

that more urgent than in healthcare, where the shortage of skilled, compassionate professionals

impacts every community. The healthcare workforce shortage will become one of the defining

challenges of our time, and solving it requires exactly what Covista does: preparing more people, from

more backgrounds, to deliver the quality care that every community deserves. When we leverage

technology to expand access and prepare our workforce for a technology-enabled future, we don’t just

empower individuals; we unlock the uniquely human capacity to care for one another at scale. I'm

proud to join the board of a company so committed to this purpose," said Emily Chiu.

Ms. Storms is the Chief Operating Officer at National Veterinary Associates (NVA), one of North

America's largest veterinary health networks, where she helps drive strategic growth, operational

excellence and organizational performance across a network of more than 1,300 animal hospitals.

Prior to joining NVA, she spent nearly two decades at Johnson & Johnson (NYSE: JNJ), where she held

senior leadership roles across its MedTech sector, including President, U.S. Orthopedics; President,

U.S. Surgery; and Vice President, Global Customer Strategy, Vision.

"Throughout my career, I've been driven by a simple belief: people can achieve more than they think

possible when given the right support, structure and opportunity. I've seen that play out across

surgery, orthopedics and now veterinary medicine. The healthcare workforce shortage is one of the

most consequential challenges facing this country, and it's fundamentally a talent challenge—one

that's solved by investing in people, not just filling roles. Covista is tackling it head-on, at a scale and

quality no other organization can match. I am thrilled to be joining the board at such a pivotal time in

Covista's journey," said Leslie Storms.

Covista's Purpose at Scale strategy advances the company's next phase of growth across four

priorities: disciplined operational excellence, expanding its platform into adjacent healthcare domains,

building direct workforce pipelines with employer partners and driving AI-enabled innovation in

healthcare education.

With the appointment of Ms. Chiu and Ms. Storms, 10 of Covista's 12 directors will be independent.

For more information about Covista or its Board of Directors, please visit https://www.covista.com.

About Covista

Covista (NYSE: CVSA) is America's largest healthcare educator, serving more than 100,000 students

and supported by a community of 400,000 alumni across five accredited institutions. Through

personalized, tech-enabled education powered by 10,000 faculty and colleagues, Covista expands

access to healthcare careers and addresses the U.S. healthcare workforce shortage at scale. Covista is

the parent company of American University of the Caribbean School of Medicine, Chamberlain

University, Ross University School of Medicine, Ross University School of Veterinary Medicine and

Walden University. For more information, visit covista.com and follow us

on LinkedIn, Instagram and YouTube.

Cautionary Disclosure Regarding Forward-Looking Statements

Certain statements contained in this release are forward-looking statements as defined in the Private

Securities Litigation Reform Act of 1995. Forward-looking statements provide current expectations of

future events based on certain assumptions and include any statement that does not directly relate to

any historical or current fact, which includes statements regarding Covista’s future growth.

Forward-looking statements generally can be identified by the use of forward-looking terminology such

as “future,” “believe,” “expect,” “anticipate,” “estimate,” “plan,” “intend,” “may,” “will,” “would,” “could,”

“can,” “continue,” “preliminary,” “potential,” “range,” and similar terms. These forward-looking

statements are subject to risk and uncertainties that could cause actual results to differ materially

from those described in the statements. Important factors that could cause actual results to differ

materially from the expectations expressed or implied by our forward-looking statements are disclosed

in Item 1A. “Risk Factors,” of our Annual Report on Form 10-K. You should evaluate forward-looking

statements in the context of these risks and uncertainties and are cautioned to not place undue

reliance on such forward-looking statements. We caution you that these factors, performance or

developments we expect or anticipate or, even if substantially realized, that they will result in the

consequences or affect us or our operations in the way we expect. All forward-looking statements are

based on information available to use as of the date any such statements are made, and Covista

assumes no obligation to publicly update or revise its forward-looking statements even if experience

or future changes make it clear that any projected results expressed or implied therein will not be

realized, except as required by law.

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