Effective December 5, 2019, the Board of Directors (the “Board”) of Owens & Minor, Inc. (the “Company”) elected Michael C. Riordan to serve as a director of the Company. The Board also appointed Mr. Riordan to serve on the Audit and Governance & Nominating Committees of the Board.
The Board has determined that Mr. Riordan qualifies as financially literate and as an independent director under New York Stock Exchange listing standards. There are no family relationships between Mr. Riordan and any director or executive officer of the Company or any related party transactions involving Mr. Riordan and the Company. There is no arrangement or understanding between Mr. Riordan and any other person to which he was selected as a director. Mr. Riordan will participate in our non-employee director compensation program, which currently consists of an annual cash retainer and an annual grant of restricted stock.
Additionally, Anne Marie Whittemore informed the Company that effective January 1, 2020, she will retire from her position as a director of the Company to dedicate time to other business interests and not as a result of any dispute or disagreement with the Company.
A copy of the Company’s press release announcing the events described above is attached hereto as Exhibit 99.1 and is incorporated herein by reference into this Item 5.02.
Effective December 5, 2019, the Board approved an amendment to Section 2.2 of Article II of the Company’s Amended and Restated Bylaws (the “Bylaws”) to increase the size of the Board from seven directors to eight directors. Additionally, the Board approved an amendment to the Bylaws to become effective on January 1, 2020, to reduce the size of the Board from eight directors to seven directors so that no vacancy exists following the retirement of Ms. Whittemore from the Board.
(d) Exhibits.
OWENS & MINOR INC/VA/ Exhibit
EX-3.1 2 omibylawsrev12052019.htm EXHIBIT 3.1 Exhibit AMENDED AND RESTATEDBYLAWSOFOWENS & MINOR,…
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About Owens & Minor, Inc. (NYSE:OMI)

Owens & Minor, Inc. is a global healthcare services company. The Company provides supply chain assistance to the providers of healthcare services and the manufacturers of healthcare products, supplies and devices in the United States and Europe. The Company operates in two segments: Domestic and International. The Domestic segment includes all functions relating to its role as a medical supply logistics company providing distribution; kitting, including Medical Action Industries Inc., and logistics services to healthcare providers and manufacturers in the United States. The International segment consists of Movianto Group and ArcRoyal. The Company serves customers with a service portfolio that covers procurement, inventory management, delivery and sourcing for the healthcare market. With fully developed networks in the United States and Europe, it serves hospitals, integrated healthcare systems, group purchasing organizations, the United States federal government and pharmaceuticals.