8-KLeadership Changes

BRISTOL MYERS SQUIBB CO 8-K Report, Executive Changes (Mar 8, 2016)

Filed March 8, 2016For Securities:BMYCELG-RIBMYMP

Summary

Bristol-Myers Squibb Company (BMY) announced a change to its Board of Directors with the election of Peter J. Arduini, effective April 1, 2016. Mr. Arduini brings significant executive experience as the President and CEO of Integra LifeSciences Holdings Corporation and will serve as an independent director. His appointment increases the Board size to twelve members. This addition to the Board signals a commitment to strengthening governance and potentially bringing new strategic perspectives. Mr. Arduini will also serve on the Audit Committee, indicating his role will involve important oversight functions. Investors can view this as a positive step in board composition, with an experienced industry leader joining the company's leadership team.

Key Highlights

  • 1Peter J. Arduini elected to the Board of Directors, effective April 1, 2016.
  • 2Mr. Arduini is President and CEO of Integra LifeSciences Holdings Corporation, bringing executive leadership experience.
  • 3Board size increased to twelve members to accommodate the new director.
  • 4Mr. Arduini has been determined to be an independent director under NYSE and Company standards.
  • 5He will serve as a member of the Audit Committee, effective May 3, 2016.
  • 6Mr. Arduini will receive standard compensation for non-employee directors, including an annual retainer and deferred share units.
  • 7No arrangements or understandings exist between Mr. Arduini and other parties regarding his election, and no related party transactions are noted.

Frequently Asked Questions

Peter J. Arduini is the President and Chief Executive Officer of Integra LifeSciences Holdings Corporation and a member of its board of directors. He brings executive leadership experience from the life sciences industry.

His appointment increases the Board's size to twelve members and brings an independent perspective. As a seasoned CEO, he is expected to contribute valuable strategic insights and oversight, particularly with his upcoming role on the Audit Committee.

Yes, Mr. Arduini will receive compensation in line with the Company's standard arrangements for non-employee directors. This includes an annual retainer of $100,000, an annual deferred share unit award valued at $170,000 (pro-rated upon joining), and an additional $15,000 annual retainer for his Audit Committee service.

The filing states that Mr. Arduini was not selected pursuant to any arrangement or understanding with other persons, and there are no related party transactions between Bristol-Myers Squibb and Mr. Arduini.