May 7, 2019 – After an extensive search, Heidrick & Struggles has placed five new independent directors on the board of Bed Bath & Beyond. The Chicago-based firm had been asked to help accelerate a “refreshment” shake-up in the composition of the company’s board. Harriet Edelman, Harsha Ramalingam, Andrea Weiss, Mary Winston and Ann Yerger will serve as new board members.
Bed Bath & Beyond’s board is comprised of 10 directors, nine of whom are independent and six of whom are women. “The transformed board will reflect significant diversity across race, gender and ethnicity, and have an average tenure of less than four years,” the company said.
“As we have communicated to Bed Bath & Beyond shareholders, the board has been undertaking a comprehensive review of its composition, governance structure and compensation practices,” said Patrick Gaston, independent chairman. “The changes announced today reflect significant shareholder input and underscore our commitment to ensuring we have best-in-class governance.”
“This board transformation and refreshed governance structure is rooted in accountability, transparency and collaboration, and as we provide oversight and move the company forward, we are committed to continuing to act in the best interest of our shareholders,” he said.
Virginia Ruesterholz, independent director and recently appointed chairwoman of the nominating and corporate governance committee, praised the new directors. “As leaders in the fields of global retail, merchandising, technology, logistics, finance and governance, Harriet, Harsha, Andrea, Mary and Ann have been change agents while serving on other public and private company boards and as members of management teams,” she said. “Collectively, their perspectives, experience and expertise will greatly enhance the effectiveness of our board.”
Heidrick & Struggles’ CEO and board practice offers an integrated suite of services, from the acquisition of talent to longer-term succession planning, board dynamics and culture shaping.
New Board Members
Ms. Edelman brings three decades of global operating experience in consumer goods and financial services. She currently serves as vice chairman of Emigrant Bank, where she leads the finance, information technology and credit administrative operations. Prior to joining the bank in 2008 as special advisor to the chairman, she spent nearly 30 years with Avon Products, serving in virtually every function, such as business transformation, marketing, new product development and sales. She also held various leadership roles, including chief information officer, business transformation and SVP of global supply chain. She serves on the boards of Brinker International and Assurant.
Mr. Ramalingam is a senior advisor at Boston Consulting Group and is president and owner of his own consulting firm. He brings over 30 years of operational leadership experience and global expertise in areas including information technology and internet software. Mr. Ramalingam previously served in various leadership roles at Amazon.com, including as global vice president of the e-Commerce Platform Group, which included ownership of the chief information officer and CISO Functions, and also as a member of the consumer leadership team responsible for the company’s consumer business. Mr. Ramalingam previously served on the board of Intralinks.
How to Prepare for Next Generation Board Talent
Generational or age diversity is gaining merit in today’s boardrooms as the skill- sets boards need are increasingly found among younger generations. Boards are tapping new talent pools for a range of expertise — from cybersecurity and digital marketing to e-commerce and business-model transformation.
Ms. Weiss was an early innovator in multi-channel commerce and brings nearly 30 years of entrepreneurial leadership experience in the retail industry, currently serving as founding partner of the O Alliance and CEO and founder of Retail Consulting Inc. She is recognized as a pioneer in creating a seamless customer experience, and has been a key player in transforming retail into the digital space. Ms. Weiss previously served on the boards of GSI Commerce, Pep Boys, Chico’s FAS and Nutrisystem. She serves as a director on the boards of Cracker Barrel Old Country Store and RPT Realty.
Ms. Winston is a seasoned executive with significant governance expertise across a broad range of industries, having served on large public company boards and audit committees for many years. She has a strong background in all aspects of finance and accounting, as well as experience in M&A, corporate strategy, cost restructuring programs, corporate governance/compliance and investor relations/communications. Among other roles, she has served as CFO at Family Dollar Stores, CFO at Giant Eagle, CFO at Scholastic Corp., controller of Visteon Corp. and VP, global financial operations at Pfizer in the pharmaceuticals group. Ms. Winston currently serves as president at WinsCo Enterprises, a financial and board governance consulting firm. She has served on the boards of Plexus Corp. and SuperValu and is currently a member of the boards of Acuity Brands, Domtar Corp. and Dover Corp.
Ms. Yerger spent nearly 20 years with the Council of Institutional Investors, including 10 years in leadership as its executive director. Previously, she was the Investor Responsibility Research Center’s deputy director for corporate governance service. Ms. Yerger’s corporate governance and shareholder-oriented work also includes service as an advisor to Spencer Stuart’s North American board practice group, a member of Grant Thornton’s Audit Quality Advisory Council, executive director of EY’s Center for Board Matters, and as a member of the investor advisory group of the Public Company Accounting Oversight Board. She is a NACD board leadership fellow and an independent director of Hershey Entertainment and Resorts Co. and chairs its governance committee and serves on the compensation and executive organization committee.
Bed Bath & Beyond is an omnichannel retailer that sells a wide assortment of domestics merchandise and home furnishings. The company also provides a variety of textile products, amenities and other goods to institutional customers in the hospitality, cruise line, healthcare and other industries.
Contributed by Scott A. Scanlon, Editor-in-Chief; Dale M. Zupsansky, Managing Editor; Stephen Sawicki, Managing Editor; and Andrew W. Mitchell, Managing Editor – Hunt Scanlon Media