Item 5.02        Departure of Directors or Certain Officers; Election of Directors; Appointment
                 of Certain Officers;
                 Compensatory Arrangements of Certain Officers.

Effective June 1, 2022, the Board of Directors (the "Board") of Owens & Minor, Inc. (the "Company") elected two directors, Rita F. Johnson-Mills and Teresa L. Kline (the "Elected Directors"), to serve on the Board of the Company. The Board also appointed Ms. Johnson-Mills to serve on the Our People & Culture and the Governance & Nominating Committees of the Board, and appointed Ms. Kline to serve on the Audit and Governance & Nominating Committees of the Board.

The Board has determined that each of the Elected Directors qualify as financially literate and as independent directors under New York Stock Exchange listing standards and the Company's Corporate Governance Guidelines. There are no family relationships between any of the Elected Directors and any director or executive officer of the Company or any related party transactions involving any of the Elected Directors and the Company. There is no arrangement or understanding between the Elected Directors and any other person pursuant to which any of the Elected Directors were selected as a director.

The Elected Directors will participate in our non-employee director compensation program, which currently consists of an annual cash retainer and an annual grant of restricted stock pro-rated for time of service on the Company's Board prior to the Company's 2023 Annual Meeting of Shareholders.

A copy of the Company's press release announcing the events described above is attached hereto as Exhibit 99.1 and is incorporated herein by reference into this Item 5.02.

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

Effective June 1, 2022, and prior to the election of the Elected Directors as described in Item 5.02 of this Current Report on Form 8-K, the Board approved an amendment to Section 2.2 of Article II of the Company's Amended and Restated Bylaws (the "Bylaws") to increase the size of the Board from seven directors to nine directors. This summary of the Bylaws is qualified in its entirety by the specific language of the Bylaws which are filed as an Exhibit to this Report.




Item 9.01   Financial Statements and Exhibits.



(d)  Exhibits.

3.1                 Amended and Restated Bylaws of the Company effective     June     1, 2022
99.1                Press release issued by the Company on     J    une     1    , 2022
                  announcing the election of   Rita F. Johnson-Mills and Teresa L. Kline
104               Cover Page Interactive Data File (the cover page XBRL tags are embedded in the
                  Inline XBRL document)

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