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Merit Medical Announces Agreement With Starboard

Nominates Three Medical Device Industry Veterans – Lonny Carpenter, David Floyd and James Hogan – for Election to the Board of Directors Announces Formation

articleMerit Medical Systems, Inc.May 26, 20204/company/merit-medical-systems-inc/news/merit-medical-announces-agreement-with-starboard-2020-05-26
Merit Medical Announces Agreement With Starboard

About this update from Merit Medical Systems, Inc.

[{"type":"text","content":"Nominates Three Medical Device Industry Veterans – Lonny Carpenter, David Floyd and James Hogan – for Election to the Board of Directors\n Announces Formation of Operating Committee to Review Margin Improvement Initiatives and Establish Targets SOUTH JORDAN, Utah, May 26, 2020 (GLOBE NEWSWIRE) -- Merit Medical Systems, Inc. (NASDAQ: MMSI), a leading manufacturer and marketer of proprietary disposable devices used in interventional, diagnostic and therapeutic procedures, particularly in cardiology, radiology, oncology, critical care and endoscopy, today announced that it has reached an agreement with Starboard Value LP and its affiliates (“Starboard”), an investment firm which owns approximately 8.7% of Merit’s outstanding common stock, pursuant to which the Company has nominated three new independent directors —Lonny Carpenter, David Floyd and James T. Hogan—for election to the Merit Board of Directors at the Company’s upcoming 2020 Annual Meeting of Shareholders, scheduled to be held on June 22, 2020. In connection with the new director nominations, Merit also announced that Nolan E. Karras, David M. Liu, M.D. and Lynne N. Ward will not stand for re-election at the 2020 Annual Meeting and Franklin Miller, M.D. will resign from the Board not later than immediately following the 2020 Annual Meeting. Merit’s Board intends to appoint Ms. Ward to fill the vacancy resulting from Dr. Miller’s resignation, which would place her in the class of directors standing for re-election at the 2021 Annual Meeting. Kent W. Stanger, a founder of Merit, has previously announced that he will not stand for re-election at the 2020 Annual Meeting. Following the 2020 Annual Meeting, Merit’s Board will be comprised of nine directors, seven of whom will be independent. Merit’s Board intends to select a new Lead Independent Director following the 2020 Annual Meeting. In addition, Merit’s Board will form a new Operating Committee, which will work with Merit’s management team to establish operating margin targets to be announced no later than the announcement of Merit’s third quarter 2020 financial results. Messrs. Carpenter, Floyd and Hogan and Fred P. Lampropoulos, Merit’s Chairman and Chief Executive Officer, will serve as members of the Operating Committee with Mr. Carpenter serving as Chair. “We are pleased to welcome Lonny, David and Jim, three medica...

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