SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): 5/14/2021
(Exact Name of Registrant as Specified in its Charter)
(State or other jurisdiction of
(Primary Standard Industrial
Classification Code Number)
7 Custom House Street
Portland, ME 04101
(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: (888) 280-2221
Securities registered pursuant to Section 12(b) of the Act:
|Title of Each Class||Trading Symbol(s)||Name of Each Exchange on Which Registered|
|Common Stock, par value $0.01 per share||CVET||NASDAQ Global Select Market|
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company|
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Securities Act.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Upon the recommendation of the Nominating and Governance Committee of the Board of Directors (the “Board”) of Covetrus, Inc. (the “Company”), and in accordance with the Company’s Amended and Restated Bylaws, the Board increased the size of the board from ten directors to eleven directors.
On May 18, 2021, the Company announced that, upon the recommendation of the Nominating and Governance Committee, its Board elected Paul Fonteyne to the Board, effective July 1, 2021. The election of Mr. Fonteyne increases the number of directors serving on the Board to eleven. Mr. Fonteyne will hold such office until the election of directors at the 2022 annual meeting of stockholders. Mr. Fonteyne will serve on the Audit Committee of the Board upon the recommendation of the Nominating and Governance Committee.
The Company issued a press release on May 18, 2021 announcing the appointment of Mr. Fonteyne to the Board. A copy of that press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|Date:||May 18, 2021||By:||/s/ Jamey S. Seely|
|Name: ||Jamey S. Seely|
|Title:||General Counsel & Corporate Secretary|
Covetrus Appoints Paul Fonteyne to its Board of Directors
Fonteyne, former CEO of Boehringer-Ingelheim USA, brings 30+ years of pharmaceutical and animal healthcare experience to the Covetrus board
PORTLAND, Maine - May 18, 2021 - Covetrus® (NASDAQ: CVET), a global leader in animal-health technology and services, announced the appointment of Paul Fonteyne to its Board of Directors, bringing the number of directors to eleven. Mr. Fonteyne’s deep pharmaceutical industry experience in both human and animal health markets will benefit the company as Covetrus continues its transformation and drives its mission to deliver better care and outcomes within the veterinary industry.
“Paul’s wealth of executive leadership experience and deep expertise in animal health makes him an ideal and valuable addition to the Covetrus board,” said Philip A. Laskawy, Covetrus chairman of the board. “As Covetrus continues to create value for all of its stakeholders by advancing its strategic initiatives and executing against its long-term goals, we welcome his expertise in driving innovation in our category, running commercial organizations and building high-performing teams.”
With more than 30 years in the pharmaceutical industry, Mr. Fonteyne is a former Chairman of Boehringer-Ingelheim USA, the US arm of Boehringer-Ingelheim (BI), a global pharmaceutical company with a portfolio of animal health products. Mr. Fonteyne was with Boehringer-Ingelheim for 15 years in leadership roles, including serving as U.S. President and CEO. He has also held commercial roles at Merck and Abbott Laboratories.
“Covetrus’ deep passion about animal health and commitment to the success of veterinarians not only sets them apart from others within the market, but also inspires me to help support their important mission and work,” said Fonteyne. “I am excited to join the board and add my perspective and experience to help drive Covetrus’ transformation into a global leader in veterinary healthcare solutions.”
Mr. Fonteyne holds an MBA from Carnegie Mellon University and a M.S. in Chemical Engineering from the University of Brussels.
Covetrus is a global animal-health technology and services company dedicated to empowering veterinary practice partners to drive improved health and financial outcomes. We are bringing together products, services, and technology into a single platform that connects our customers to the solutions and insights they need to work best. Our passion for the well-being of animals and those who care for them drives us to advance the world of veterinary medicine. Covetrus is headquartered in Portland, Maine with more than 5,500 employees serving over 100,000 customers around the globe. For more information about Covetrus visit https://covetrus.com/.
This press release contains certain statements that are forward-looking within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and that involve risks and uncertainties, including statements about our plans, objectives, expectations, and intentions. Such statements are subject to numerous risks and uncertainties. Factors that could adversely affect our business and prospects are set forth in our public filings with the Securities and Exchange Commission. Our forward-looking statements are based on current beliefs and expectations of our management team and, except as required by law, we undertake no obligations to make any revisions to the forward-looking statements contained in this release or to update them to reflect events or circumstances occurring after the date of this release, whether as a result of new information, future developments or otherwise. Investors are cautioned not to place undue reliance on these forward-looking statements.
Nicholas Jansen | Strategy and Corporate Development
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Kiní Schoop | Public Relations
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