COOPER COMPANIES, INC. false 0000711404 0000711404 2020-07-01 2020-07-01





Washington, DC 20549





Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 1, 2020



(Exact name of registrant as specified in its charter)







(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)

6101 Bollinger Canyon Road, Suite 500, San Ramon, California 94583

(Address of principal executive offices)

(925) 460-3600

(Registrant’s telephone number, including area code)


Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class





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on which registered

Common Stock, $.10 par value




The New York Stock Exchange

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  

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ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On July 6, 2020, The Cooper Companies, Inc. (the “Company”) announced that Robert D. Auerbach, M.D., President of CooperSurgical, Inc. (“CooperSurgical”), is retiring. On July 1, 2020, the Company entered into a Transition and Retirement Agreement (the “Agreement”), effective July 8, 2020, with Dr. Auerbach, which provides for his resignation as President of CooperSurgical, effective July 13, 2020. Dr. Auerbach will remain at the Company as Special Advisor to the Chief Executive Officer until his retirement on February 1, 2021, to ensure a smooth transition and to assist with special projects. The Agreement provides that Dr. Auerbach will continue to receive his current salary through February 1, 2021 and will remain eligible for his performance bonus for fiscal 2020 under the Company’s Incentive Payment Plan. The Agreement also provides that Dr. Auerbach will receive reimbursement of monthly COBRA health insurance premiums during the twenty-four month period following his retirement in exchange for certain non-competition obligations over that period.

The above summary of the Agreement is qualified in its entirety by reference to the full text of the Agreement, which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarterly period ending July 31, 2020.

The Company also announced that Holly R. Sheffield has been appointed President of CooperSurgical to succeed Dr. Auerbach, effective July 13, 2020. Prior to this new role, Ms. Sheffield served as Executive Vice President and Chief Strategy Officer of the Company since June 2018.

A copy of the Company’s press release is filed with this report as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d)    Exhibits.







Press Release dated July 6, 2020.




Cover Page Interactive Data File (embedded within the Inline XBRL document).


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 hereunto duly authorized.





/s/ Mark J. Drury


Mark J. Drury


Vice President, General Counsel & Secretary

Dated: July 6, 2020


Exhibit 99.1





CooperCompanies Appoints Holly Sheffield as President, CooperSurgical and

Announces Robert Auerbach, M.D. to Retire

SAN RAMON, Calif., July 6, 2020 — CooperCompanies (NYSE:COO) today announced that Holly Sheffield has been appointed President of CooperSurgical effective July 13, 2020, reporting to Albert White, President and CEO. Ms. Sheffield will succeed Robert Auerbach, M.D. who is retiring. As part of this planned transition Dr. Auerbach will act in an advisory capacity until February 1, 2021.

“On behalf of everyone at Cooper, I want to thank Bob for his leadership and significant contributions to our company,” said Al White, President and CEO. “Bob has been an important member of the Cooper team for more than 15 years and has played a key role in helping CooperSurgical grow to where it is today. We look forward to a seamless transition of responsibilities and wish him all the best in his retirement.”

White added, “Holly is a very strong leader and I’m highly confident she has the capabilities required to continue driving CooperSurgical’s global success.”

Ms. Sheffield joined Cooper as Executive Vice President and Chief Strategy Officer of CooperCompanies in June 2018. She joined Cooper from UBS Securities LLC, where she was Managing Director, Global Head of Medical Technology for the Healthcare Banking group. She holds an MBA from Columbia Business School and a BS from Cornell University.

About CooperCompanies

CooperCompanies (“Cooper”) is a global medical device company publicly traded on the NYSE (NYSE:COO). Cooper operates through two business units, CooperVision and CooperSurgical. CooperVision brings a refreshing perspective on vision care with a commitment to developing a wide range of high-quality products for contact lens wearers and providing focused practitioner support. CooperSurgical is committed to advancing the health of women, babies and families with its diversified portfolio of products and services focusing on medical devices and fertility & genomics. Headquartered in San Ramon, Calif., Cooper has a workforce of more than 12,000 with products sold in over 100 countries. For more information, please visit www.coopercos.com.


Kim Duncan

Vice President, Investor Relations and Risk Management