8-KLeadership Changes

DANAHER CORP /DE/ 8-K Report, Executive Changes (Sep 13, 2011)

Filed September 13, 2011For Securities:DHR

Summary

Danaher Corporation (DHR) filed an 8-K on September 13, 2011, reporting an expansion of its Board of Directors and the appointment of a new member. The Board increased its size from ten to eleven members and appointed Teri List-Stoll to fill the newly created vacancy. Ms. List-Stoll's term will extend until Danaher's 2012 annual meeting of shareholders. This appointment is significant as it adds a new perspective to the Board's oversight and governance. As a non-employee director, her compensation will align with that of other non-employee directors, as previously disclosed in Danaher's filings. Additionally, she has entered into a standard director indemnification agreement with the company, providing a layer of protection for her services. Investors should note that the company has confirmed there are no undisclosed arrangements or transactions between Ms. List-Stoll and Danaher requiring further disclosure. This signals a straightforward appointment with no apparent conflicts of interest. The addition of a director typically aims to strengthen the board's expertise and oversight, which can be viewed positively by investors looking for robust corporate governance.

Key Highlights

  • 1Danaher Corporation expanded its Board of Directors from ten to eleven members.
  • 2Teri List-Stoll was appointed as a new member to the Board of Directors.
  • 3Ms. List-Stoll's appointment fills a newly created vacancy.
  • 4Her term as a director will expire at the 2012 annual meeting of shareholders.
  • 5Ms. List-Stoll has also been appointed to the Audit Committee of the Board.
  • 6As a non-employee director, her compensation will be consistent with existing non-employee director compensation.
  • 7Ms. List-Stoll entered into a standard director indemnification agreement with Danaher.

Frequently Asked Questions

Teri List-Stoll has been appointed as a new member to Danaher's Board of Directors. The filing does not provide specific details about her professional background or the strategic reasons for her appointment, other than filling a newly created vacancy and strengthening the Board's oversight, including on the Audit Committee.

Ms. List-Stoll will receive the same compensation as other non-employee directors of Danaher. This compensation structure was previously disclosed in Danaher's Quarterly Report on Form 10-Q for the quarter ended July 1, 2011.

The filing explicitly states that there are no arrangements or understandings with other persons regarding her selection, and no transactions in which she has an interest requiring disclosure under Item 404(a) of Regulation S-K. This indicates no apparent conflicts of interest.

Her appointment to the Audit Committee suggests an intention to bolster the committee's expertise in financial oversight and governance. This can be seen as a positive step towards ensuring robust internal controls and financial reporting.