8-KLeadership ChangesExhibits & Filings

BRISTOL MYERS SQUIBB CO 8-K Report, Executive Changes (Dec 5, 2007)

Filed December 5, 2007For Securities:BMYCELG-RIBMYMP

Summary

Bristol-Myers Squibb Company (BMY) announced a significant change to its Board of Directors in this 8-K filing dated December 4, 2007. The company elected Alan J. Lacy to its Board, effective January 2, 2008, increasing the total number of directors to ten. Mr. Lacy's appointment is notable as he brings experience from the private equity sector, serving as a senior advisor to Oak Hill Capital Partners, L.P. His inclusion is intended to enhance the Board's independence and expertise, particularly with his appointment to the Audit Committee.

Key Highlights

  • 1Alan J. Lacy elected to the Board of Directors, effective January 2, 2008.
  • 2Board size increased from nine to ten directors.
  • 3Mr. Lacy is a senior advisor to Oak Hill Capital Partners, L.P. (private equity).
  • 4Mr. Lacy has been deemed independent under NYSE and company standards.
  • 5Mr. Lacy will serve as a member of the Audit Committee.
  • 6Standard director compensation package applies, including retainer and share units.
  • 7Press release announcing the election is attached as Exhibit 99.1.

Frequently Asked Questions

Alan J. Lacy is a senior advisor to Oak Hill Capital Partners, L.P., a private equity firm. He was elected to Bristol-Myers Squibb's Board of Directors to enhance the Board's expertise and independence. His appointment is effective January 2, 2008, and he will serve on the Audit Committee.

Mr. Lacy's election increases the size of the Board of Directors from nine to ten members. He has been determined to be independent, which is a key factor for Board composition and committee appointments.

Mr. Lacy will receive compensation in line with the company's standard arrangements for non-employee directors. This includes an annual retainer of $55,000, a $2,000 per-meeting fee, and an annual award of 3,500 deferred share units.

The filing explicitly states that Mr. Lacy was not selected pursuant to any arrangement or understanding between him and any other person, and there are no related party transactions between the company and Mr. Lacy.