Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 2, 2009, William U. Westerfield informed us that he will not be
standing for re-election as a director at our 2010 annual meeting of
stockholders. Mr. Westerfield had no disagreements with West Marine's management
or the board of directors on any matters relating to our operations, policies or
practices. Mr. Westerfield will continue to serve as a director and a member of
our audit committee until the 2010 annual meeting.
At a board of directors meeting next week, we expect the governance and
compensation committee to nominate Barbara Rambo to become a member of our board
of directors. Ms. Rambo served as an advisor to our board of directors from
September 2008 to November 6, 2009. Ms. Rambo previously served as Vice Chair
of Nietech Corporation, a payments technology company, from October 2006 to
October 2009 and served as president and chief executive officer of Nietech
from November 2002 until October 2006. Prior to joining Nietech, Ms. Rambo
served as Chairman of the board of directors of OpenClose Technologies, Inc.,
a financial services company, from July 2001 to December 2001, as president
and chief executive officer of OpenClose Technologies from January 2000 to
June 2001, and as a director from January 2000 through March 2002. Previously,
Ms. Rambo held several executive positions with Bank of America, most recently
as group executive vice president and head of national commercial banking.
Ms. Rambo is a director of Pacific Gas and Electric Company and PG&E
Corporation. She is also a director of UnionBanCal Corporation, the holding
company of Union Bank of California. Ms. Rambo holds an M.B.A. in finance
from New York University and a B.A. in international affairs from the College
of William and Mary.