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

SunLink Health Systems Inc.

(Exact name of Registrant as Specified in Its Charter)

(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))

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

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 1.01 Entry into a Material Definitive Agreement.

On November 10, 2023, the Company’s subsidiary, Crown Healthcare Investments, LLC, signed an agreement with Progressive Health Group, LLC (“Buyer”) for the sale of the subsidiary that owns and operates Trace Regional Medical Center, which includes a hospital, skilled nursing facility and three (3) patient clinics in Chickasaw County, MS, for approximately $8,000,000 (the “Sale”). The Sale is subject to, among other things, the Buyer’s satisfactory completion of its due diligence investigation and a number of customary closing conditions.

Item 8.01 Other Events.

On November 13, 2023, the Company issued a press release announcing the Sale and that it will delay its filing with the U. S. Securities and Exchange Commission of its quarterly report on Form 10-Q for the period ended September 30, 2023, which is due by November 14, 2023, by five days, in accordance with its filing of a Form 12b-25. A copy of the referenced press release is attached as Exhibit 99.1 hereto and is incorporated by reference.

Exhibits The following exhibit is filed with this report:

EXHIBIT 99.1 – SunLink Health Systems Reaches Agreement for Sale of Trace Regional Medical Center

EXHIBIT 104 – Cover Page Interactive Data File - The cover page XBRL tags are embedded within the Inline XBRL document.

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.