8-KLeadership ChangesExhibits & Filings

QUEST DIAGNOSTICS INC 8-K Report, Executive Changes (Jul 23, 2014)

Filed July 23, 2014For Securities:DGX

Summary

Quest Diagnostics Incorporated announced on July 22, 2014, a change to its Board of Directors. The size of the Board was increased from nine to ten directors. This expansion was accompanied by an increase in the number of directors whose terms expire at the 2015 Annual Meeting of Stockholders from three to four. As part of this Board restructuring, Vicky B. Gregg, former CEO of BlueCross BlueShield of Tennessee, was elected as a new director. Ms. Gregg has been deemed an independent director and has been appointed to the Compensation Committee. Her compensation will align with the company's standard practices for non-employee directors, including a one-time restricted share unit grant valued at $140,000.

Key Highlights

  • 1Board size increased from 9 to 10 directors.
  • 2Vicky B. Gregg elected as a new independent director.
  • 3Ms. Gregg's term will expire at the 2015 Annual Meeting of Stockholders.
  • 4Ms. Gregg appointed to the Compensation Committee.
  • 5New director compensation includes a $140,000 restricted share unit grant.
  • 6The election is effective as of July 22, 2014.

Frequently Asked Questions

The company increased its Board size to accommodate the election of a new director, Vicky B. Gregg, and to adjust the class of directors whose terms expire at the 2015 Annual Meeting.

Vicky B. Gregg is the former Chief Executive Officer of BlueCross BlueShield of Tennessee. She has been elected as an independent director to the Quest Diagnostics Board.

Ms. Gregg will receive compensation consistent with the company's non-employee director compensation practices. This includes a one-time grant of restricted share units valued at $140,000 upon her appointment.

Ms. Gregg has been appointed to serve on the Board's Compensation Committee.