UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 16, 2023

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Sterling Check Corp.

(Exact name of registrant as specified in its charter)

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Registrant’s telephone number, including area code: 1 (800) 853-3228

(Former Name or Former Address, if Changed Since Last Report)

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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. ☐

On September 28, 2023, Sterling Check Corp. (the “Company”) announced the resignation of its Chief Financial Officer, Peter Walker, effective November 10, 2023. On October 16, 2023, the Board of Directors of the Company appointed Theresa Neri Strong to serve as the Company’s interim Chief Financial Officer effective upon Mr. Walker’s departure. Ms. Strong, age 40, has served as the Company’s Chief Accounting Officer since July 2021 and she will continue to serve in this role during the interim period.  Ms. Strong previously served as the Company’s Global Controller and Head of Reporting from March 2018 to June 2021 and in other financial roles since 2016. There are no arrangements or understandings between Ms. Strong and any other person pursuant to which she was appointed to serve as interim Chief Financial Officer. There are no family relationships between Ms. Strong and any director or executive officer of the Company and she has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. Ms. Strong will serve in this capacity while the Company conducts a search, with the assistance of a leading executive search firm, for a new Chief Financial Officer.

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.