UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): February 22, 2011 (February 18, 2011)
EXPRESS SCRIPTS, INC.
(Exact Name of Registrant as Specified in its Charter)
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DELAWARE
(State or Other Jurisdiction of
Incorporation or Organization)
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0-20199
(Commission File Number)
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43-1420563
(I.R.S. Employer
Identification No.) |
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One Express Way, St. Louis, MO
(Address of Principal Executive Offices)
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63121
(Zip Code) |
Registrant’s telephone number including area code: 314-996-0900
No change since last report
(Former Name or Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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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 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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| Item 5.02. |
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Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers. |
On February 18, 2011, Barrett Toan, a member of the Board of Directors of Express Scripts, Inc.
(the “Company”), informed the Company that he intended to retire from the Board of Directors when
his term expires at the Company’s upcoming Annual Meeting of Stockholders in May of 2011. In
addition, pursuant to the retirement age set out in the Company’s Corporate Governance Guidelines,
Frank Borelli will also be retiring from the Board in May. As such, neither Mr. Toan nor Mr.
Borelli will be included in the slate of nominees for election to the Board at the Annual Meeting.
SIGNATURES
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 thereunto duly authorized.
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Express Scripts, Inc.
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By: |
/s/ Martin P. Akins
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Name: |
Martin P. Akins |
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Title: |
Vice President and Deputy General Counsel |
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