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): ~~August 10~~September 14, 2020

American Renal Associates Holdings, Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-37751

27-2170749

(State or other jurisdiction ofincorporation or organization)

(Commission File Number)

(IRS EmployerIdentification Number)

(State or other jurisdiction of

(Commission File Number)

(IRS Employer

500 Cummings Center

Beverly,

Massachusetts

01915

(Address of principal executive offices)

(Zip code)

(978) 922-3080

(Registrant’s telephone number, including area code)

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))


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.			☒

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


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 par value	ARA	New York Stock Exchange

Item 28.0201 ~~Results~~Other ~~of Operations and Financial Condition.~~Events

On ~~August 10~~September 14, 2020, the United States District Court for the District of New Jersey (the “Court”) entered an order preliminarily approving a derivative settlement and providing for notice of the settlement to stockholders of American Renal Associates Holdings, Inc. ~~issued~~(the a“Company”) ~~press~~in ~~release~~the ~~announcing~~matter ~~its~~captioned ~~financial~~Johnson ~~and~~v. ~~operating~~Carlucci, ~~results~~et ~~for~~al., Civil Action No. 2:19-cv-15812-MAH (D.N.J.). The proposed settlement is subject to final approval by the ~~second~~Court. A ~~quarter~~settlement ~~ended~~hearing ~~June 30~~is scheduled for December 14, 2020. A As ~~copy~~required ofby the ~~press~~order, ~~release~~the Notice of Proposed Settlement of Derivative Action (the “Notice”) is ~~furnished~~attached ~~with~~to this ~~report~~Current Report on Form 8-K as Exhibit 99.1. The Notice and isthe ~~incorporated~~Stipulation byand ~~reference~~Agreement of Settlement, dated July 2, 2020 are also available on the Company’s website at http://ir.americanrenal.com/. Other information contained in or accessible through the Company’s website does not constitute part of, and is not incorporated into, this ~~item~~Form 8-K.

~~As provided in General Instruction B.2 of Form 8~~Forward-K,Looking the information in this Item 2.02 and exhibit contained in this report shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section, as amended, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.Statements

Certain statements in this Form 8-K are forward-looking statements that involve a number of risks and uncertainties. Such forward-looking statements include statements about the proposed settlement of the derivative action. For such statements, the Company claims the protection of the Private Securities Litigation Reform Act of 1995. Actual events or results may differ materially from the Company’s expectations. Factors that could cause actual results to differ materially from the forward-looking statements include, but are not limited to, the following: the settlement may not receive requisite approval, may not have the expected impact, including resolving the derivative action, or may require more activity or expense than expected. Additional factors that could cause actual results to differ materially from those stated or implied by the Company’s forward-looking statements are disclosed in the Company’s filings with the Securities and Exchange Commission. These forward-looking statements represent the Company’s judgment as of the time of the filing of this Form 8-K. The Company disclaims any intent or obligation to update these forward-looking statements, other than as may be required under applicable law.



Item 9.01.			Financial Statements and Exhibits.

(d) Exhibits.

ExhibitNumber						Description
Exhibit						Description
99.1						~~Press~~Notice ~~release,~~of ~~dated~~Proposed ~~August~~Settlement ~~10,~~of ~~2020,~~Derivative ~~announcing the registrant’s financial and operating results for the second quarter ended June 30, 2020.~~Action
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

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.

AMERICAN RENAL ASSOCIATES HOLDINGS, INC.

Dated:

~~August~~September 1018, 2020

By:

/s/ Mark Herbers

Name:

Mark Herbers

Title:

Interim Chief Financial Officer

Filing Compare · American Renal Associates Holdings, Inc.