UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(b) On December 11, 2021, Francis J. Malecha, who had been a member of the Board of Directors (the “Board”) of Patterson Companies, Inc. (the “Company”) since June 2018, provided notice of his resignation from the Board with immediate effect. Mr. Malecha’s departure was for personal reasons and not related to any disagreement with the Company.
(d) On December 13, 2021, the Board, acting upon the recommendation of its Governance and Nominating Committee, determined to elect Philip McKoy as the newest member of the Board with immediate effect, thereby filling the vacancy created by the departure of Mr. Malecha. Mr. McKoy will serve on the Board’s Audit Committee.
Mr. McKoy will receive compensation payable to non-employee directors serving on the Board as summarized under the caption “Non-Employee Director Compensation” in the Company’s annual proxy statements. There are no familial relationships between Mr. McKoy and any other director or executive officer of the Company. There are no transactions in which Mr. McKoy has an interest requiring disclosure under Item 404(a) of Regulation S-K. Each of our directors is elected to serve until his or her successor is elected or he or she is removed or resigns from office.
The press release announcing the election of Mr. McKoy is furnished as Exhibit 99 to this Current Report on Form 8-K and is incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| 99 | Press Release of Patterson Companies, Inc. dated December 14, 2021. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| PATTERSON COMPANIES, INC. | ||||
| Date: December 14, 2021 | By: | /s/ Les B. Korsh | ||
| Les B. Korsh | ||||
| Vice President, General Counsel and Secretary | ||||