PATTERSON COMPANIES, INC. (NASDAQ:PDCO) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Item5.02

(b) On June21, 2017, Patterson Companies, Inc. (the Company)
announced that John E. Adent will resign as Chief Executive
Officer of the Companys Animal Health segment, effective July2,
2017.

(e) In connection with the cessation of his employment, Mr.Adent
and Animal Health International, Inc. (Animal Health) entered
into a Severance Agreement, dated June21, 2017 (Severance
Agreement), which is filed as Exhibit 10 to this Current Report
on Form 8-K and is incorporated by reference herein. Under the
terms of the Severance Agreement and in consideration of a
general waiver and release of claims, Mr.Adent will be paid
(a)the severance pay and COBRA coverage payments provided in his
Employment Agreement dated May2, 2015 (Employment Agreement)
based on a deemed termination date of June15, 2017; provided,
however, that his Cash Compensation (as defined in the Employment
Agreement) for purposes of calculating such severance will be the
sum of (i)his current annual base salary and (ii)the average
annual cash incentive bonus paid to him in respect of fiscal
years 2016 and 2015, and (b)a cash payment based on the value of
the unvested restricted stock units he holds that are outstanding
on July2, 2017. If Mr.Adent materially breaches the Severance
Agreement, payment obligations to Mr.Adent cease unless and until
a court or arbitrator determines otherwise. If a court or
arbitrator determines Mr.Adent has materially breached the
Severance Agreement, he would be obligated to repay to Animal
Health all moneys paid to him under the Severance Agreement.
Among the commitments entered into in the Severance Agreement,
Mr.Adent has agreed to post-employment non-compete and
non-solicitation provisions through July1, 2019, as well as a
non-disclosure provision.

A copy of the press release issued by the Company on June21, 2017
announcing the cessation of Mr.Adents employment is furnished as
Exhibit 99 to this Current Report on Form 8-K and is incorporated
by reference herein. The information in Exhibit 99 shall not be
deemed filed for purposes of Section18 of the Exchange Act and
shall not be deemed incorporated by reference into any filing
under the Securities Act.

(d) Exhibits

1

PATTERSON COMPANIES, INC. Exhibit
EX-10 2 d383916dex10.htm EX-10 EX-10 Exhibit 10 SEVERANCE AGREEMENT This Severance Agreement (“Agreement”) is between Animal Health International,…
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About PATTERSON COMPANIES, INC. (NASDAQ:PDCO)

Patterson Companies, Inc. is a distributor serving the dental, veterinary and rehabilitation supply markets. The Company operates through three segments: dental supply, veterinary supply and rehabilitation supply. The dental supply segment provides a range of consumable dental products, clinical and laboratory equipment, and value-added services to dentists, dental laboratories, institutions and other dental healthcare providers across North America. The veterinary supply segment is a distributor of veterinary supplies, primarily to companion-pet (dogs, cats and other common household pets) and equine veterinary clinics. The rehabilitation supply segment provides a range of distributed and self-manufactured rehabilitation medical supplies and assistive products to acute care hospitals, long-term care facilities, rehabilitation clinics, dealers and schools. The Company’s operating units include Patterson Dental, Patterson Veterinary and Patterson Medical.