Henry Schein, Inc. (NASDAQ:HSIC) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On March15, 2018, Lawrence S. Bacow, Ph.D., notified Henry Schein, Inc. (the “Company”) of his intent not to stand for reelection to the board of directors (the “Board”) of the Company at its 2018 Annual Meeting of Stockholders (the “Annual Meeting”) because of the time commitment associated with his new position as President of Harvard University. Dr.Bacow will continue to serve as a director and as a member of the Strategic Advisory Committee and Nominating and Governance Committee until the completion of the Annual Meeting. Dr.Bacow’s decision not to stand for reelection was not in connection with a disagreement on any matter relating to the Company’s operations, policies or practices.
Additionally, in accordance with the Company’s director retirement policy (the “Policy”), Donald J. Kabat will retire from the Board following the Annual Meeting and will not stand for reelection to the Board. to the Policy, a director is expected to retire from the Board at the end of their term during which they reach the age of 80. Upon the recommendation of the Nominating and Governance Committee, the Board extended the date upon which Mr.Kabat was expected to retire for an additional year prior to his reelection to the Board at the Company’s 2017 Annual Meeting of Stockholders. Mr.Kabat will continue to serve as a director and as Chairperson of the Audit Committee and as a member of the Compensation Committee until the completion of the Annual Meeting.
Item 5.02 Other Events.
Director Nominee
On March 16, 2018, following the recommendation of the Nominating & Governance Committee, the Board approved Shira Goodman as a new nominee for election as a director of the Company at the Annual Meeting. Ms. Goodman was the Chief Executive Officer of Staples, Inc. from 2016 to January 2018 (including as President and interim CEO from June 2016 to September 2016). Ms. Goodman served in roles with increasing responsibility at Staples since joining in 1992. Prior to Staples, Ms. Goodman worked at Bain & Company from 1986 to 1992.
Chairperson of Audit Committee
It is the current intention of the Board to appoint Kurt P. Kuehn, a member of the Board, as the Chairperson of the Audit Committee effective upon Mr. Kabat’s retirement from the Board following the Annual Meeting.
About Henry Schein, Inc. (NASDAQ:HSIC)
Henry Schein, Inc. is a provider of health care products and services to office-based dental, animal health and medical practitioners. The Company’s segments include healthcare distribution, and technology and value-added services. The healthcare distribution segment aggregates its global dental, animal health and medical operating segments. This segment distributes consumable products, equipment, pharmaceuticals, infection-control products and vitamins. Its global dental group serves office-based dental practitioners, schools and other institutions. The technology and value-added services segment group provides software, technology and other value-added services to health care practitioners. Its technology group offerings include practice management software systems for dental and medical practitioners and animal health clinics. Its value-added practice solutions include financial services on a non-recourse basis, e-services, as well as education services for practitioners.