Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers
On August 10, 2020, the Board of Directors (the "Board") of DaVita Inc. (the
"Company") adopted resolutions expanding the size of the Board from eight to
nine members, and appointed Paula A. Price as a member of the Board, to fill the
newly created vacancy on the Board, in each case effective as of September 1,
2020. The Board also appointed Ms. Price to serve as a member of the Audit
Committee of the Board effective as of September 1, 2020.
Ms. Price will receive the standard compensation and indemnification applicable
to all other non-employee directors. We have described our Non-Employee Director
Compensation Policy in our Proxy Statement on Schedule 14A filed with the U.S.
Securities and Exchange Commission (the "SEC") on April 27, 2020. The form of
indemnification agreement we entered into with Ms. Price is an exhibit to our
Current Report on Form 8-K filed with the SEC on December 20, 2006.
No arrangement or understanding exists between Ms. Price and any other person or
persons pursuant to which she was selected as a director. The Company has not
been a participant in any transaction since the beginning of its last fiscal
year, and is not a participant in any currently proposed transaction, in which
Ms. Price, or any member of her immediate family, had or will have a direct or
indirect material interest.
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