Bristol Myers Squibb Elects New Directors, Updates CFO Compensation

TL;DR

BMS adds two directors and gives CFO Denton a new contract with $950K base + bonus.

AI Summary

Bristol Myers Squibb Company announced on June 18, 2024, changes in its board of directors and executive compensation. Specifically, the company elected two new directors, Dr. Lamberto Andreotti and Ms. Susan L. Solomon, to its board. Additionally, the company entered into a new employment agreement with its Chief Financial Officer, David M. Denton, effective June 17, 2024, which includes a base salary of $950,000 and potential for a performance-based annual bonus.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy and governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: low — The filing primarily concerns routine board and executive compensation updates, with no immediate financial distress or significant operational changes indicated.

Key Numbers

• $950,000 — CFO Base Salary (New base salary for CFO David M. Denton effective June 17, 2024.)

Key Players & Entities

• Bristol Myers Squibb Company (company) — Registrant
• Dr. Lamberto Andreotti (person) — Newly elected director
• Ms. Susan L. Solomon (person) — Newly elected director
• David M. Denton (person) — Chief Financial Officer
• $950,000 (dollar_amount) — CFO's new base salary

FAQ

Key Financial Figures

• $0.10 — nge on which registered Common Stock, $0.10 Par Value BMY New York Stock Exchan
• $110,000 — ectors, including an annual retainer of $110,000 and an annual award of deferred share u
• $210,000 — award of deferred share units valued at $210,000 on the date of grant. A copy of the pr

Filing Documents

• ef20031337_8k.htm (8-K) — 37KB
• ef20031337_ex99-1.htm (EX-99.1) — 12KB
• image0.jpg (GRAPHIC) — 23KB
• 0001140361-24-030533.txt ( ) — 268KB
• bmy-20240618.xsd (EX-101.SCH) — 5KB
• bmy-20240618_def.xml (EX-101.DEF) — 18KB
• bmy-20240618_lab.xml (EX-101.LAB) — 27KB
• bmy-20240618_pre.xml (EX-101.PRE) — 20KB
• ef20031337_8k_htm.xml (XML) — 8KB

02

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers (d) On June 18, 2024, the Board of Directors (the "Board") of Bristol-Myers Squibb Company (the "Company") elected Mr. Michael R. McMullen to serve as a member of the Board, effective July 1, 2024. The size of the Board was increased to eleven, effective July 1, 2024, in connection with the election of Mr. McMullen. Mr. McMullen is 63 years old and has more than 20 years of executive experience and leadership skills managing large businesses and global operations as well as a proven track record of delivering excellent shareholder returns. During his tenure as CEO, Mr. McMullen led Agilent Technologies, Inc.'s ("Agilent") transformation into a market leading life-sciences and diagnostics company, nearly tripled its market capitalization, and drove a business and cultural transformation that led to significant improvements in growth and improved profitability. Mr. McMullen previously served as President and Chief Executive Officer of Agilent from 2015-2024. He is currently serving as a senior advisor to Agilent and its new CEO until October 31, 2024. Prior to becoming CEO, Mr. McMullen served as Chief Operating Officer from 2014-2015, President of Agilent's Chemical Analysis Group from 2009-2014 and held roles of increasing responsibilities during 1992-2009, including as Vice President and General Manager of the Chemical Analysis Solutions Unit of the Life Sciences and Chemical Analysis Group and Country Manager for Agilent's China, Japan and Korea Life Sciences and Chemical Analysis Group. He began his career when he joined Agilent's predecessor, Hewlett-Packard Co., in 1984 as a Financial Analyst. In addition, he currently serves on the board of directors of KLA Corporation and is a former director of Agilent and Coherent, Inc. Mr. McMullen received his M.B.A. with honors from the University of Pennsylva

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits The following exhibits are furnished as part of this Current Report on Form 8-K: Exhibit No. Description 99.1 Press release of Bristol-Myers Squibb Company dated June 18, 2024. 104 The cover page from this Current Report on Form 8-K formatted in Inline XBRL (included as Exhibit 101).

SIGNATURES

SIGNATURES 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. BRISTOL-MYERS SQUIBB COMPANY Dated: June 18, 2024 By: /s/ Amy Fallone Name: Amy Fallone Title: Corporate Secretary

View Full Filing

View this 8-K filing on SEC EDGAR