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8-KThe WireRoutine

Shareholder Vote

Filed May 16, 2025 · 1y ago · Accession 0001558370-25-007927

Plain English

Material event — a significant development the company must disclose promptly.

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM  8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2025 Owens & Minor, Inc . (Exact name of registrant as specified in its charter) ​ ​ ​ ​ ​ Virginia 001-09810 ​ 54-1701843 (State or other jurisdiction of (Commission ​ (I.R.S. Employer incorporation or organization) File Number) ​ Identification No.) ​ ​ ​ ​ 10900 Nuckols Road, Suite 400 , Glen Allen , Virginia ​ ​ 23060 (Address of principal executive ​ ​ ​ offices) ​ ​ (Zip Code) ​ ​ ​ ​ Post Office Box 27626, ​ ​ ​ Richmond, Virginia ​ ​ 23261-7626 (Mailing address of principal ​ ​ ​ executive offices) ​ ​ (Zip Code) ​ Registrant’s telephone number, including area code (804) 723-7000 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, $2 par value per share ​ OMI ​ New York Stock Exchange ​ 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 (see General Instruction A.2.below): ​ ☐ 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 Exchange Act.           ◻ ​ ​ ​ ​ Item 5.07 Submission of Matters to a Vote of Security Holders. On May 15, 2025 at the 2025 Annual Meeting of Shareholders of Owens & Minor, Inc. (the “Company”), the matters described below were voted upon and approved as indicated. There were 77,254,507 shares of common stock entitled to vote at the meeting and 71,582,948 shares were voted in person or by proxy (approximately 92.66% of shares entitled to vote). (1) Election of nine directors, each for a one-year term, as follows: ​ Director Votes For Votes Against Abstentions Broker Non- Votes Mark A. Beck 65,156,358 1,190,566 31,287 5,204,737 Gwendolyn M. Bingham 65,426,171 923,015 29,025 5,204,737 Kenneth Gardner-Smith 65,581,004 756,181 41,025 5,204,737 Robert J. Henkel 65,354,800 977,383 46,028 5,204,737 Rita F. Johnson-Mills 65,413,437 921,206 43,568 5,204,737 Stephen W. Klemash 65,798,447 534,214 45,550 5,204,737 Teresa L. Kline 65,800,922 536,082 41,207 5,204,737 Edward A. Pesicka 65,794,297 558,379 25,535 5,204,737 Carissa L. Rollins 65,803,022 535,880 39,309 5,204,737 ​ (2) Ratification of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025 as follows: ​ Votes ​ Votes For Votes Against Abstentions Broker Non- Votes 69,530,274 1,961,932 90,742 - ​ ​ (3) Advisory vote to approve the compensation of our named executive officers as follows: ​ Votes ​ Votes For Votes Against Abstentions Broker Non- Votes 63,157,616 3,148,361 72,234 5,204,737 ​ ​ ​ ​ ​ SIGNATURE 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 thereunto duly authorized. ​ ​ ​ ​ ​ ​ ​ OWENS & MINOR, INC. ​ ​ Date: May 16, 2025 By: /s/ Heath H. Galloway ​ Name:   ​ Heath H. Galloway ​ Title: ​ Executive Vice President, General Counsel and Corporate Secretary ​ ​ ​ ​
Filing details
Ticker
ACH
CIK
75252
Form type
8-K
Filing date
May 16, 2025
Report date
May 15, 2025
Document
omi-20250515x8k.htm
Size
210 KB