Washington, D.C. 20549



Form 8-K




Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (date of earliest event reported): January 5, 2017




(Exact name of registrant as specified in its charter)




Delaware   1-14106   No. 51-0354549

(State or other

jurisdiction of incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

2000 16th Street

Denver, CO 80202

(Address of principal executive offices including Zip Code)

(303) 405-2100

(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))




Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On January 5, 2017, the Board of Directors (the “Board”) of DaVita Inc. (the “Company”) adopted resolutions expanding the Board from 11 to 12 members, and appointed Pascal Desroches, as a member of the Board, to fill the newly created seat on the Board.

Mr. Desroches will receive the standard compensation and indemnification applicable to all other non-employee directors. We have described our Non-Employee Director Compensation Policy in our Proxy Statement on Schedule 14A filed with the U.S. Securities and Exchange Commission (the “SEC”) on May 10, 2016. The form of indemnification agreement we entered into with Mr. Desroches is an exhibit to our Current Report on Form 8-K filed with the SEC on December 20, 2006.

No arrangement or understanding exists between Mr. Desroches and any other person or persons pursuant to which he was selected as a director. The Company has not been a participant in any transaction since the beginning of its last fiscal year, and is not a participant in any currently proposed transaction, in which Mr. Desroches, or any member of his immediate family, had or will have a direct or indirect material interest.


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.



Date: January 5, 2017

    /s/ Kathleen Waters
    Kathleen Waters
    Chief Legal Officer