Bed, Bath and Beyond 2014 Annual Report Download - page 45

ELECTION OF DIRECTORS (PROPOSAL 1)
How is the Board of Directors structured and who has been nominated?
The Board of Directors believes it is structured to provide oversight, direction and guidance to management. In doing so, the
members of the Board bring to their service valuable expertise in a wide range of subject matter areas relevant to the
Company in the execution of its strategy. These areas include operations, merchandising, real estate, technology, finance and
financial reporting, legal and regulatory compliance, international business and the exercise of leadership in large, complex
organizations. The Board, as part of its annual self-assessment and on an ongoing basis as appropriate, considers the skills and
experience of its members in relation to the needs of the Company.
The Board of Directors, therefore, upon recommendation of its Nominating and Corporate Governance Committee, has
nominated for reelection as directors, for a one year term expiring at the 2016 Annual Meeting, each of the current members
of the Board.
Information concerning our directors as of the record date, and the key experience, qualifications and skills they bring to our
Board, is provided below.
Warren Eisenberg, 84, is a Co-Founder of the Company and has served as Co-Chairman since 1999. He has served as a director
since 1971. Mr. Eisenberg served as Chairman from 1992 to 1999, and served as Co-Chief Executive Officer from 1971 to 2003.
Leonard Feinstein, 78, is a Co-Founder of the Company and has served as Co-Chairman since 1999. He has served as a director
since 1971. Mr. Feinstein served as President from 1992 to 1999, and served as Co-Chief Executive Officer from 1971 to 2003.
Messrs. Eisenberg and Feinstein remain active as part of the senior leadership of the Company and bring to the Board, among
other benefits, their experience in building the Company during its 44-year history and their overall experience in the retail
industry, in each case for over 50 years.
Steven H. Temares, 56, has served as Chief Executive Officer of the Company since 2003. He was President and Chief Executive
Officer from 2003 to 2006 and was President and Chief Operating Officer from 1999 to 2003. Mr. Temares joined the Company
in 1992 and has served as a director since 1999. Mr. Temares has been part of the leadership of the Company throughout its
entire history as a public company.
Dean S. Adler, 58, is a Co-Founder and Chief Executive Officer of Lubert-Adler Partners, L.P., a private real estate investment
firm. He has served as a Principal of Lubert-Adler Partners, L.P. for over ten years. He has been a director of the Company since
2001. Mr. Adler also previously has served as a director of Developers Diversified Realty Corp., a shopping center real estate
investment trust, and Electronics Boutique, Inc., a mall retailer. Among other things, Mr. Adler has wide experience and
involvement in commercial real estate including, in particular, retail real estate.
Stanley F. Barshay, 75, has served in a variety of senior executive positions at consumer healthcare companies. He served as
Executive Vice President of Merck & Co. (formerly Schering-Plough Corporation) and President of its Consumer Health Care
Division from November 2009 until his retirement on April 1, 2010; prior to November 2009, Mr. Barshay was Chairman,
Consumer Health Care, at Schering-Plough Corporation since June 2003. For many years, Mr. Barshay served in a variety of
senior executive positions at American Home Products (now part of Pfizer). He has been a director of the Company since 2003.
Among other things, Mr. Barshay brings to the Board specialized knowledge about the marketing of consumer goods, and in
particular health and beauty care products.
Geraldine T. Elliott, 58, is retired Executive Vice President, Strategic Advisor at Juniper Networks, Inc. She served as Executive
Vice President and Chief Customer Officer at Juniper Networks, Inc. from March 2013 to February 2014 after prior roles as
Executive Vice President and Chief Sales Officer, and as Executive Vice President of Strategic Alliances. Ms. Elliott joined Juniper
in 2009 after seven years at Microsoft Corporation, where she held a series of senior executive positions, including Corporate
Vice President of the company’s Industry Solutions Group, Worldwide Public Sector organization, and their North American
Enterprise Sales region. Prior to joining Microsoft, Ms. Elliott spent 22 years at IBM Corporation, where she held executive and
management positions in North America and Asia Pacific in sales, services, consulting, strategy development, and product
management. She has been a director of the Company since February 2014. Additionally, Ms. Elliott is founder of
Broadrooms.com, an informational resource for executive women serving on corporate boards in the U.S. She serves on the
board of Whirlpool Corporation where she is a member of the Audit and Human Resources committees. Among other things,
Ms. Elliott brings to the Board her strategic understanding of transformative digital technologies, as well as her global
marketing, sales, service and channel experience.
BED BATH & BEYOND PROXY STATEMENT
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