-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Su+IjOM/q1eS+DNkNEmuG7LD8tPTSB4cRpU/3KbiT2FofvqynkSvISR0L+/39UeV nB04zzKwZeGu7FW391cZbA== 0001104659-09-063493.txt : 20091109 0001104659-09-063493.hdr.sgml : 20091109 20091109071048 ACCESSION NUMBER: 0001104659-09-063493 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20091105 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20091109 DATE AS OF CHANGE: 20091109 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BRUKER CORP CENTRAL INDEX KEY: 0001109354 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY ANALYTICAL INSTRUMENTS [3826] IRS NUMBER: 043110160 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-30833 FILM NUMBER: 091166556 BUSINESS ADDRESS: STREET 1: 40 MANNING RD CITY: BILLERICA STATE: MA ZIP: 01821 BUSINESS PHONE: 978663-3660 MAIL ADDRESS: STREET 1: 40 MANNING RD CITY: BILLERICA STATE: MA ZIP: 01821 FORMER COMPANY: FORMER CONFORMED NAME: BRUKER BIOSCIENCES CORP DATE OF NAME CHANGE: 20030721 FORMER COMPANY: FORMER CONFORMED NAME: BRUKER DALTONICS INC DATE OF NAME CHANGE: 20000315 8-K 1 a09-30945_28k.htm 8-K

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

 


 

FORM 8-K

 

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

 


 

Date of Report (Date of earliest event reported): November 5, 2009

 

BRUKER CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware
(State or other jurisdiction
of incorporation)

 

000-30833
(Commission
File Number)

 

04-3110160
(IRS Employer
Identification No.)

 

40 Manning Road
Billerica, MA 01821
(Address of principal executive offices)(Zip Code)

 

Registrant’s telephone number, including area code: (978) 663-3660

 


 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 of the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

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

 

(c)            On November 5, 2009, the Board of Directors of Bruker Corporation (the “Company”) approved certain changes to the Company’s executive management team, to be effective February 1, 2010.

 

William J. Knight, 60, currently Chief Financial Officer, will become Chief Operating Officer and will no longer serve as Chief Financial Officer.  Mr. Knight joined the Company as Chief Financial Officer in October 2004. Before joining the Company, Mr. Knight served as Chief Financial Officer of Anika Therapeutics, Inc. from 2002 to 2004, as Chief Financial Officer of Zycos, Inc. from 2000 to 2002, and as Chief Financial Officer of NMT Medical, Inc. from 1998 to 2000.  Mr. Knight is a Certified Public Accountant and holds a B.B.A. in Accounting from the University of Wisconsin.

 

Brian P. Monahan, 38, currently Chief Accounting Officer and Vice President of Finance, will become Chief Financial Officer and will also retain his role as the Company’s principal accounting officer.  Mr. Monahan joined the Company in April 2004 as Corporate Controller and was appointed Chief Accounting Officer and Vice President of Finance in March 2009. In addition to his corporate responsibilities, Mr. Monahan has served in various financial and operational roles at the Company’s Bruker Daltonics division.  Before joining the Company, Mr. Monahan served as Manager of Accounting and Financial Reporting at Fisher Scientific International, Inc. from December 2002 through April 2004 and as an audit manager for PricewaterhouseCoopers LLP from July 1999 through December 2002.  Mr. Monahan is a Certified Public Accountant and holds a B.S. in Accounting from the University of Massachusetts.

 

A copy of the press release announcing these appointments is attached as Exhibit 99.1 to this report.

 

(e)            On November 5, 2009, the Board’s Compensation Committee approved an increase to Mr. Knight’s annual salary from $288,000 to $355,000 and an increase to Mr. Monahan’s annual salary from $180,000 to $275,000, both increases to be effective immediately.  The Compensation Committee also approved awards to each of Mr. Knight and Mr. Monahan of options to purchase 50,000 shares and 100,000 shares, respectively, of the Company’s common stock.  The options, granted on November 5, 2009, are exercisable at the closing price of the Company’s common stock on the grant date, subject to a five-year vesting schedule.  Additionally, the Company will enter into severance agreements with each of Mr. Knight and Mr. Monahan, pursuant to which the officers will be entitled to severance payments equal to six month’s salary in the event of termination of employment without cause.

 

Item 9.01.  Financial Statements and Exhibits.

 

(d)

Exhibits

 

 

 

Number

 

 

 

 

99.1

Press release dated November 9, 2009.

 

2



 

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 hereunto duly authorized.

 

 

BRUKER CORPORATION

 

(Registrant)

 

 

Date: November 9, 2009

By:  

/s/Frank H. Laukien

 

 

Frank H. Laukien, Ph.D.

 

 

President and Chief Executive Officer

 

3


EX-99.1 2 a09-30945_2ex99d1.htm EX-99.1

Exhibit 99.1

 

Bruker Corporation Appoints William J. Knight to Chief Operating Officer and Brian P. Monahan to Chief Financial Officer

 

BILLERICA, Mass. — November 9, 2009 (BUSINESS WIRE)  —  Bruker Corporation (NASDAQ: BRKR) today announced that its Board of Directors has appointed Bill Knight to Chief Operating Officer (COO) and Brian Monahan to Chief Financial Officer (CFO), with an effective date of February 1st, 2010.  Presently, Bill Knight is serving as CFO, and Brian Monahan is serving as Chief Accounting Officer of Bruker Corporation.

 

Frank Laukien, Bruker’s President and CEO, stated: “Bruker has a 49 year proud history of technology leadership and customer-focused product innovation.  Going forward, we believe that the combination of continued innovation and an increased focus on operational excellence will drive margin expansion, balance sheet metrics and cash flow for increasing shareholder value.  In order to drive our operational excellence initiative, we have created the new position of Chief Operating Officer at Bruker Corporation.”

 

He continued: “Today, we are very pleased to announce the promotion of two extremely capable individuals to expanded responsibilities.  Over the past five years, Bill Knight has demonstrated strong financial and operational leadership at Bruker, and in his newly-created COO role Bill will lead and fully focus on our operation excellence initiative.  Brian Monahan has been a key leader and contributor in our finance organization over the past five years, and we believe he is an excellent choice to succeed Bill as our CFO.”

 

Biographies

 

Mr. Knight joined Bruker Corporation as CFO and Treasurer in October 2004.  At Bruker, Mr. Knight is also the President of the Bruker Detection business in the United States.  Before joining the Company, Mr. Knight served as an operations-focused CFO in several public companies, and was a founder of ATI Technologies, an analytical instruments company, where he had both financial and operational responsibilities.  Mr. Knight served as CFO of Anika Therapeutics, Inc., from 2002 to 2004.  He served as CFO of Zycos, Inc., a developer of DNA-based therapeutic products, from 2000 to 2002, and as CFO of NMT Medical, Inc., a provider of cardiovascular and neurological medical devices, from 1998 to 2000.  Mr. Knight is a Certified Public Accountant and holds a B.B.A. in Accounting from the University of Wisconsin.

 

Mr. Monahan joined Bruker Corporation as the Corporate Controller in April 2004 and was appointed Chief Accounting Officer and Vice President of Finance in March 2009. In addition to his corporate responsibilities, Mr. Monahan has served in both financial and operational roles in the Bruker Daltonics division, where he has been an Executive Vice President of Bruker Daltonics since November 2006 and General Manager of the Americas since July 2008.  From January 2005 to November 2006, Mr. Monahan was Vice President of Finance for Bruker Daltonics, and from July 2004 to January 2005 he was Assistant Vice President of Finance for Bruker Daltonics.  Before joining the Company, from 2002 through 2004, Mr. Monahan served as the Manager of Accounting and Financial Reporting at Fisher Scientific International, Inc., and as an audit manager

 



 

for PricewaterhouseCoopers LLP from 1999 through 2002.  Mr. Monahan is a Certified Public Accountant and holds a B.S. in Accounting from the University of Massachusetts.

 

ABOUT BRUKER CORPORATION

 

Bruker Corporation is a leading provider of high-performance scientific instruments and solutions for molecular and materials research, as well as for industrial and applied analysis. For more information about Bruker Corporation, please visit www.bruker.com.

 

CAUTIONARY STATEMENT

 

Any statements contained in this press release that do not describe historical facts may constitute forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Any forward-looking statements contained herein are based on current expectations, but are subject to risks and uncertainties, that could cause actual future results to differ materially from those projected including, but are not limited to, risks and uncertainties relating to adverse changes in conditions in the global economy and volatility in the capital markets, the integration of businesses we have acquired or may acquire in the future, changing technologies, product development and market acceptance of our products, the cost and pricing of our products, manufacturing, competition, dependence on collaborative partners and key suppliers, capital spending and government funding policies, changes in governmental regulations, realization of anticipated benefits from economic stimulus programs, intellectual property rights, litigation, and exposure to foreign currency fluctuations and other risk factors discussed from time to time in our filings with the Securities and Exchange Commission. These and other factors are identified and described in more detail in our filings with the SEC, including, without limitation, our recent Proxy Statements on Schedule 14A, our annual report on Form 10-K for the year ended December 31, 2008, our most recent quarterly reports on Form 10-Q and our current reports on Form 8-K. We expressly disclaim any intent or obligation to update these forward-looking statements other than as required by law.

 

Source: Bruker Corporation

 

FOR FURTHER INFORMATION:

Stacey Desrochers, Director of Investor Relations

 

Tel: +1 (978) 663-3660, ext. 1115

 

Email:  stacey.desrochers@bruker.com

 


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