Solventum Corporation
04/16/2024 | Press release | Distributed by Public on 04/16/2024 14:36
Management Change/Compensation - Form 8-K
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On April 12, 2024, the Board of Directors (the "Board") of Solventum Corporation (the "Company") elected Shirley A. Edwards to the Company's Board, effective April 12, 2024. Ms. Edwards was a Partner at EY (formerly Ernst & Young LLP) from 2002 to 2022, most recently serving as a Global Client Service Partner from 2017 to 2022.
Ms. Edwards will join the Board as a Class II director, and her term will expire with the terms of the other Class II directors at the 2026 annual meeting of stockholders.
The Board has determined that Ms. Edwards is an independent director under the New York Stock Exchange listing standards. There was no arrangement or understanding between Ms. Edwards and any other persons, pursuant to which Ms. Edwards was appointed to serve on the Board. Additionally, there are no transactions between Ms. Edwards and the Company that require disclosure pursuant to Item 404(a) of Securities and Exchange Commission Regulation S-K. As a director of the Company, Ms. Edwards will receive compensation as a non-employee director in accordance with the Company's non-employee director compensation policy, which generally consists of an annual cash retainer for Board service and an annual grant of restricted stock units.
The Board has appointed Ms. Edwards to the Audit Committee and the Talent Committee of the Board, effective April 12, 2024. The Board has determined that Ms. Edwards is an "audit committee financial expert" as that term is defined by applicable Securities and Exchange Commission regulations.