Chair Mary J. Guilfoile, Who Has Served With
Distinction, to Step Down Following the 2024 Annual Meeting
William S. Simon and Jill Sutton, Who
Collectively Possess Experience in Capital Allocation, Corporate
Governance and Transformations, Have Been Added to the
Board
Pitney Bowes Inc. (NYSE: PBI) (“Pitney Bowes” or the “Company”),
a global shipping and mailing company that provides technology,
logistics and financial services, today announced that Mary J.
Guilfoile will step down as Chair and retire from the Board of
Directors (the “Board”) following the 2024 Annual Meeting of
Stockholders (the “Annual Meeting”). The Board will elect a new
Chair following Ms. Guilfoile’s retirement. Additionally, the
Company announced the addition of two highly qualified and
independent members – William S. Simon and Jill Sutton – to its
Board, effective February 1, 2024. Mr. Simon and Ms. Sutton were
selected following a process that was supported by an independent,
nationally-recognized search firm.
The Company’s slate of director candidates for this year’s
Annual Meeting is expected to include the following
individuals:
- Milena Alberti-Perez
- Steven D. Brill
- Todd Everett
- Katie May
- William S. Simon
- Sheila A. Stamps
- Jill Sutton
- Darrell Thomas
- Kurt Wolf
Once the Company appoints its next permanent Chief Executive
Officer, that individual is expected to be added to the Board and
become its tenth member.
Ms. Guilfoile, Chair of the Board, commented:
“It has been a privilege to lead the Board of Pitney Bowes, a
storied business with a more than 100-year history of change and
innovation. The past year has been a particularly transformative
one in terms of adding several new directors, initiating a
leadership transition and laying a foundation for enhanced value
creation. I have enjoyed working with our interim Chief Executive
Officer, Jason Dies, who has been establishing a results-driven
culture and taking decisive steps to position the organization for
long-term success. I look forward to working with management and
the rest of the Board, including our newest members, to build on
this momentum between now and the Annual Meeting. I also want to
take this opportunity to thank the Company’s employees, customers,
partners and investors for their confidence and trust during my
time with Pitney Bowes.”
Ms. May, Chair of the Nominating and Governance Committee,
added:
“On behalf of all my fellow directors, I want to thank Mary for
her invaluable leadership during an important period for Pitney
Bowes. She has overseen governance enhancements and strategic
actions that we expect will put the Company on stronger footing for
years to come. Our entire Board also welcomes Bill and Jill, who
collectively bring significant experience in areas such as capital
allocation, corporate governance and transformations.”
In conjunction with today’s announcement, the Company has also
entered into a cooperation agreement with Hestia Capital
Management, LLC (collectively with its affiliates, “Hestia
Capital”).
Mr. Wolf, a member of the Board and the Founder and Chief
Investment Officer of Hestia Capital, concluded:
“I am pleased to have reached an agreement with Pitney Bowes to
solidify Hestia Capital’s long-term support for the Company’s Board
and strategic direction. I also want to thank Mary for her many
contributions as Chair. Looking ahead, I am confident that this
Board will deliver meaningful value-enhancing results for
shareholders, whom we represent, as well as for all of our other
stakeholders.”
Additional information related to today’s announcements and the
agreement with Hestia can be found on a Form 8-K filed with the
U.S. Securities and Exchange Commission.
New Director Biographies
William S. Simon
Mr. Simon is an experienced public company director and former
executive, with skills and perspectives that will be additive to
Pitney Bowes’ Board. In addition to currently serving as a director
of Darden Restaurants, Inc. (NYSE: DRI) and Chairman of Hanesbrands
Inc. (NYSE: HBI), Mr. Simon is an executive advisor to the KKR
& Co. investment firm and President of WSS Venture Holdings,
LLC, a consulting and investment company. From 2010 to 2014, Mr.
Simon served as President and CEO of Walmart U.S. (NYSE: WMT).
Before that, he was Chief Operating Officer of Walmart U.S. He
joined the company in 2006 as Executive Vice President of
Professional Services and New Business Development. Prior to
Walmart, Mr. Simon held senior executive positions at Brinker
International Inc. (NYSE: EAT), Diageo North America Inc. (NYSE:
DEO) and Cadbury Schweppes plc. Mr. Simon was also Secretary of the
Florida Department of Management Services and served 25 years in
the U.S. Navy and Naval Reserves. He was previously a director of
GameStop Corp. (NYSE: GME).
Jill Sutton
Ms. Sutton is a public company director and former executive
with extensive experience that will be additive to Pitney Bowes’
Board. Ms. Sutton served as Chief Legal Officer, General Counsel
and Corporate Secretary at United Natural Foods, Inc. (NYSE: UNFI)
for over three years, where she developed the company’s shareholder
engagement program, was deeply involved in the Company’s ESG
policies and programs, supported the realization of over $150
million in synergies following UNFI’s acquisition of SuperValu, and
helped to assure the Company’s supply chain remained operational
through the COVID-19 crisis. Prior to UNFI, Ms. Sutton served in
senior legal positions at General Motors Company (NYSE: GM), Tim
Hortons and The Wendy’s Company (Nasdaq: WEN). She also currently
serves as a director of Miller Industries, Inc. (NYSE: MLR) and
Potbelly Corp. (Nasdaq: PBPB). Ms. Sutton holds multiple degrees
from The Ohio State University, including a J.D. and a Master’s in
Healthcare Administration.
About Pitney Bowes
Pitney Bowes (NYSE: PBI) is a global shipping and mailing
company that provides technology, logistics and financial services
to more than 90 percent of the Fortune 500. Small business, retail,
enterprise and government clients around the world rely on Pitney
Bowes to reduce the complexity of sending mail and parcels. For the
latest news, corporate announcements and financial results visit
https://www.pitneybowes.com/us/newsroom.html. For
additional information visit Pitney Bowes at www.pitneybowes.com.
This document contains “forward-looking statements” about the
Company’s expected or potential future business and financial
performance. Forward-looking statements include, but are not
limited to, statements about the Company’s future progress, plans,
market positioning and future events or conditions. Forward-looking
statements are not guarantees of future performance and involve
risks and uncertainties that could cause actual results to differ
materially from those projected. Factors which could cause future
financial performance to differ materially from expectations
include, without limitation, not realizing the anticipated benefits
of our ongoing strategic initiatives, corporate cost optimization
and related restructuring efforts; declining physical mail volumes;
changes in postal regulations or the operations and financial
health of posts in the U.S. or other major markets or changes to
the broader postal or shipping markets; our ability to retain
management and other employees; our ability to continue to grow and
manage unexpected fluctuations in volumes, gain additional
economies of scale and improve profitability within our Global
Ecommerce segment; the loss of some of our larger clients in our
Global Ecommerce and Presort Services segments; the loss of, or
significant changes to, United States Postal Service (USPS)
commercial programs, or our contractual relationships with the USPS
or their performance under those contracts; the impacts on our cost
of debt due to recent increases in interest rates and the potential
for future interest rate hikes; and other factors as more fully
outlined in the Company's 2022 Form 10-K Annual Report and other
reports filed with the Securities and Exchange Commission during
2023. Pitney Bowes assumes no obligation to update any
forward-looking statements contained in this document as a result
of new information, events or developments.
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