Owens & Minor, Inc. (NYSE:OMI) Files An 8-K Results of Operations and Financial Condition

On May 6, 2020, Owens & Minor, Inc. (the “Company”) issued a press release regarding its financial results for the quarter ended March 31, 2020. A copy of this press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference into this Item 2.02. In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Amendment to the 2018 Stock Incentive Plan

On May 1, 2020 at the 2020 Annual Meeting of Shareholders (the “Annual Meeting”) of the Company, the shareholders approved Amendment No. 2 to the Owens & Minor, Inc. 2018 Stock Incentive Plan (“Amendment”). The description of the Amendment included in the Company\’s proxy statement filed with the Securities and Exchange Commission on March 19, 2020 is incorporated herein by reference.

Under the terms of the 2018 Stock Incentive Plan as amended by the Amendment, the Compensation & Benefits Committee (the “Committee”) of the Board of Directors (the “Board”) is authorized to grant equity and other incentive awards to employees and directors. Each equity grant made thereto will be evidenced by an agreement between the Company and the person named therein.

Form of Performance Share Award Agreement

On May 1, 2020, the Board adopted and approved the form of 2020 Performance Share Award Agreement, which is filed as Exhibit 10.2 to this Current Report on Form 8-K, for use by the Company in connection with awards under the Plan. The 2020 Performance Share Award Agreement is for use by the Company in connection with the grant of performance-based restricted shares of common stock under the 2018 Stock Incentive Plan that vest, if at all, upon the attainment of certain performance metrics. The number of performance-based restricted shares of common stock that may be awarded, the performance metrics and vesting schedule will be determined by the Board or the Committee on a grant-by-grant basis.

The foregoing description does not purport to be a complete statement of the terms or conditions of the form of agreement filed herewith and the above description is qualified in its entirety by reference to Exhibit 10.2, which are hereby incorporated by this reference.

2021 Teammate Stock Purchase Plan

On May 1, 2020 at the Annual Meeting, the shareholders approved the Owens & Minor, Inc. 2021 Teammate Stock Purchase Plan (“2021 Plan”). The description of the 2021 Plan included in the Company\’s proxy statement filed with the Securities and Exchange Commission on March 19, 2020 is incorporated herein by reference.

At the Company’s 2020 Annual Meeting of Shareholders on May 1, 2020, the matters described below were voted upon and approved as indicated. There were 63,050,091 shares of common stock entitled to vote at the meeting and 54,245,080 shares were voted in person or by proxy (approximately 86% of shares entitled to vote).

(d) Exhibits.

OWENS & MINOR INC/VA/ Exhibit
EX-10.2 2 formofowensminor2020perfor.htm EXHIBIT 10.2 Exhibit OWENS & 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.