Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 8, 2023, the Board of Directors (the "Board") of Bioventus Inc. (the
"Company") appointed John A. Bartholdson to the Board as a Class II director
effective on January 8, 2023. Mr. Bartholdson will serve for a term ending at
the 2023 annual meeting of stockholders of the Company or until his successor is
duly selected and qualified.
Mr. Bartholdson, 52, is the co-founder and has been a Partner of Juniper
Investment Company, LLC, a private investment management firm that invests in
publicly traded companies and private companies through concentrated ownership
positions, since its inception in 2008. Mr. Bartholdson has 25 years of
experience leading and overseeing private and public equity investments. His
experience includes extensive management oversight, service on multiple public
and private company boards, and deep transactional expertise. Mr. Bartholdson
presently serves as the Chairman of the board of directors of Theragenics
Corporation, a medical device company serving the surgical products and prostate
cancer treatment markets. Since 2019, he has been a member of the board of
directors of Lincoln Educational Services Corporation, a public company and a
leading provider of career education and training services, and presently serves
on its Compensation, Audit and Nominating and Corporate Governance Committees.
Previously, beginning in 2000, he served as a member of the board of directors
of Obagi Medical Products, Inc., a public specialty pharmaceutical company,
until its acquisition by Valeant Pharmaceuticals in 2013. In addition, Mr.
Bartholdson has previously served on the board of directors of numerous private
companies. Mr. Bartholdson was a Partner of Stonington Partners, where he worked
from 1997 to 2011. Prior to that, he was an analyst at Merrill Lynch Capital
Partners from 1992 to 1994. Mr. Bartholdson received his B.A. from Duke
University and his M.B.A. from Stanford Graduate School of Business. The Board
believes that Mr. Bartholdson's significant governance, finance, and
transactional experience with multiple public and private companies will be
invaluable to the Board.
Mr. Bartholdson will be entitled to the standard compensation paid by the
Company to its non-employee directors, including an annual cash retainer of
$55,000 for Board service. In addition, he will receive an initial award of
restricted stock units having an aggregate fair value equal to $152,000,
pro-rated in accordance with the Company's Non-Employee Director Compensation
Policy.
Mr. Bartholdson does not have any direct or indirect material interest in any
transaction in which the Company is a participant that is required to be
disclosed pursuant to Item 404(a) of Regulation S-K.
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