Fresenius Medical Care AG 6-K, filed Dec 6, 2022
Fresenius Medical Care AG (FMS)
About this 6-K
Fresenius Medical Care AG filed this 6-K on December 6, 2022.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Rule 13a-16 or 15d-16 of the
Securities Exchange Act of 1934
For the month of December 2022
Commission file number: 001-32749
FRESENIUS MEDICAL CARE AG & Co. KGaA
(Translation of registrant's name into English)
Else-Kröner Strasse 1
61346 Bad Homburg
Germany
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨
On December 5, 2022, Fresenius Medical Care AG & Co. KGaA (“the Company”) announced that Helen Giza has been appointed Chief Executive Officer to succeed Dr. Carla Kriwet, with immediate effect, and that Dr. Kriwet will leave the company at her own request. See Exhibits 99.1 and 99.2,
Additionally, the Supervisory Board of the Company resolved that, effective January 1, 2023, Ms. Pascale Witz shall be the Chair of the Audit and Corporate Governance Committee (“the Committee”), Dr. Dorothea Wenzel shall be the Vice Chair, and Mr. Rolf A. Classon shall be an ordinary member. Mr. Classon and Ms. Witz shall continue to serve as the Chair and Vice Chair, respectively, of the Committee until December 31, 2022.
EXHIBITS
The following exhibits are being furnished with this Report:
| Exhibit 99.1 | Ad-hoc release issued on December 5, 2022. |
| Exhibit 99.2 | Press Release issued on December 5, 2022. |
The disclaimer included in Exhibit 99.2 is an integral part of this report, including the exhibits furnished herewith.
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.
DATE: December 6, 2022
| Fresenius Medical Care AG & Co. KGaA, | |||
| a partnership limited by shares, represented by: | |||
| fresenius medical care management ag, its | |||
| General Partner | |||
| By: | /s/ Helen Giza | ||
| Name: | Helen Giza | ||
| Title: | Chief Executive Officer, acting Chief Financial Officer and Chair of the Management Board of the General Partner | ||
| By: | Dr. Katarzyna Mazur-Hofsäß | ||
| Name: | Dr. Katarzyna Mazur-Hofsäß | ||
| Title: | CEO Care Enablement and member of the Management Board of the General Partner | ||
Exhibit 99.1
| Ad-hoc announcement according to Art. 17 (1) MAR | Media contact |
| Steffen Rinas | |
| T +49 6172 608-6698 | |
| steffen.rinas@fresenius.com | |
| Contact for analysts | |
| and investors | |
| Dr. Dominik Heger | |
| T +49 6172 609-2601 | |
| dominik.heger@fmc-ag.com | |
| www.freseniusmedicalcare.com |
December 5th, 2022
Fresenius Medical Care AG & Co. KGaA: Ms. Helen Giza appointed as new CEO of the Management Board; Dr. Carla Kriwet agreed to resign as CEO and member of the Management Board
Today, the Supervisory Board of Fresenius Medical Care Management AG, the General Partner of Fresenius Medical Care AG & Co. KGaA, has unanimously appointed Ms. Helen Giza as CEO of the Management Board with effect as of the beginning of December 6, 2022. Ms. Helen Giza remains also acting Chief Financial Officer of Fresenius Medical Care until a successor has been found. In addition, the Supervisory Board of Fresenius Medical Care Management AG has accepted the offer by Dr. Carla Kriwet to resign as CEO and member of the Management Board with effect as of the end of December 5, 2022 before.
In her capacity as CEO of Fresenius Medical Care, Ms. Helen Giza will also be a member of the Management Board of Fresenius Management SE. Dr. Carla Kriwet also has resigned as a member of the Management Board of Fresenius Management SE.
Contact:
Dr. Dominik Heger
EVP│Head of Investor Relations, Strategic Development & Communications
dominik.heger@fmc-ag.com
P. +49 6172 609 2601
Exhibit 99.2
| Press Release | Media Contact |
| Steffen Rinas | |
| T +49 6172 608-6698 | |
| steffen.rinas@fresenius.com | |
| Contact for analysts and investors | |
| Dr. Dominik Heger | |
| T +49 6172 609-2601 | |
| dominik.heger@fmc-ag.com | |
| www.freseniusmedicalcare.com |
December 5, 2022
Helen Giza to take over as Chief Executive Officer of Fresenius Medical Care
Helen Giza (54) has been appointed Chief Executive Officer of Fresenius Medical Care, the world's leading provider of products and services for individuals with renal diseases, with immediate effect. Previously, she was Deputy CEO of Fresenius Medical Care. The Supervisory Board of Fresenius Medical Care Management AG unanimously appointed her to succeed Dr. Carla Kriwet (51), who will leave the company at her own request and by mutual agreement due to strategic differences. Helen Giza will continue to serve as Chief Financial Officer of Fresenius Medical Care until a successor is appointed for this position.
In her capacity as CEO of Fresenius Medical Care, Ms. Helen Giza will also be a member of the Management Board of Fresenius Management SE. Dr. Carla Kriwet has resigned from her position as a member of the Management Board of Fresenius Management SE.
Michael Sen, Chairman of the Fresenius Medical Care Management AG Supervisory Board and CEO of Fresenius, said: “In a fundamentally sound industry Fresenius Medical Care now needs to sharpen its focus on the operational turnaround, further drive performance improvements, and focus on its core. We are delighted that Helen Giza will take over as CEO. She is ideally suited to lead Fresenius Medical Care for what lies ahead. During her tenure with the company, Helen Giza has gained thorough expertise in renal healthcare and has a deep understanding of the company. I am very much looking forward to continuing working with Helen Giza in her new role. On behalf of the Supervisory Board, I would like to thank Carla Kriwet, and we wish her all the best for the future.”
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Helen Giza said: “I am honored by the appointment and trust the Supervisory Board has placed in me. The role comes with significant responsibility towards the patients we serve. With the knowledge gained as CFO and Chief Transformation Officer of the company, I feel well placed to sharpen the focus on operational turnaround. I truly believe in Fresenius Medical Care’s mission, its passionate employees and great potential.”
Carla Kriwet said: “In this short time, I have met a fascinating company with a very positive corporate culture that works every day to make patients' lives more worth living. The company has great growth potential and is about to undergo a major transformation. I thank my whole team for the great support and wish the company all the best!”
Helen Giza joined Fresenius Medical Care in 2019 as Chief Financial Officer and took on the additional roles of Deputy CEO and Chief Transformation Officer in 2022 heading the FME25 transformation program. Previously, she was Chief Integration and Divestiture Management Officer at Takeda Pharmaceuticals since 2018. Before joining the Takeda Corporate Executive Team, she served as Chief Financial Officer of Takeda’s U.S. business unit since 2008. Prior to that she held a number of key international finance and controlling positions, amongst others at TAP Pharmaceuticals and Abbott Laboratories. Helen Giza is a U.K. Chartered Certified Accountant and holds a Master of Business Administration from the Kellogg School of Management at Northwestern University in Evanston, Illinois, USA.
Fresenius Medical Care is the world's leading provider of products and services for individuals with renal diseases of which around 3.8 million patients worldwide regularly undergo dialysis treatment. Through its network of 4,153 dialysis clinics, Fresenius Medical Care provides dialysis treatments for approximately 345,000 patients around the globe. Fresenius Medical Care is also the leading provider of dialysis products such as dialysis machines or dialyzers. Along with its core business, the Renal Care Continuum, the Company focuses on expanding in complementary areas and in the field of critical care. Fresenius Medical Care is listed on the Frankfurt Stock Exchange (FME) and on the New York Stock Exchange (FMS).
For more information visit the Company’s website at www.freseniusmedicalcare.com.
Disclaimer:
This release contains forward-looking statements that are subject to various risks and uncertainties. Actual results could differ materially from those described in these forward-looking statements due to various factors, including, but not limited to, changes in business, economic and competitive conditions, legal changes, regulatory approvals, impacts related to the COVID-19 pandemic results of clinical studies, foreign exchange rate fluctuations, uncertainties in litigation or investigative proceedings, and the availability of financing. These and other risks and uncertainties are detailed in Fresenius Medical Care AG & Co. KGaA's reports filed with the U.S. Securities and Exchange Commission. Fresenius Medical Care AG & Co. KGaA does not undertake any responsibility to update the forward-looking statements in this release.
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