-----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, O91hyZ7/FYEXxpmOt3cRY5LL517EPM+PkLGx888ABx4B1AdwmzNG9OvqBFQgA9AC hs65cstUnzexhvyCO9RhMA== 0001428642-10-000005.txt : 20100104 0001428642-10-000005.hdr.sgml : 20100101 20100104143241 ACCESSION NUMBER: 0001428642-10-000005 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20091231 FILED AS OF DATE: 20100104 DATE AS OF CHANGE: 20100104 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: LYDALL INC /DE/ CENTRAL INDEX KEY: 0000060977 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 060865505 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: ONE COLONIAL RD STREET 2: P O BOX 151 CITY: MANCHESTER STATE: CT ZIP: 06045-0151 BUSINESS PHONE: 2036461233 FORMER COMPANY: FORMER CONFORMED NAME: COLONIAL BOARD CO DATE OF NAME CHANGE: 19700115 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GILES MARC T CENTRAL INDEX KEY: 0001249235 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-07665 FILM NUMBER: 10501517 MAIL ADDRESS: STREET 1: 83 GERBER RD CITY: SOUTH WINDSOR STATE: CT ZIP: 06074 4 1 edgar.xml PRIMARY DOCUMENT X0303 4 2009-12-31 0000060977 LYDALL INC /DE/ LDL 0001249235 GILES MARC T C/O LYDALL, INC. 1 COLONIAL ROAD MANCHESTER CT 06042 1 0 0 0 Common Stock 2009-12-31 4 A 0 3455 5.21 A 15316 D Pursuant to the Issuer's Amended and Restated 2003 Stock Incentive Compensation Plan, on June 30 and December 31 of each year during the term of the Plan, non-employee Directors of the Company automatically receive a fully vested and unrestricted stock award consisting of that number of whole shares of common stock equal in value to 50% of their Annual Cash Retainer Amount, based on the fair market value of the Issuer's common stock as of the close of business on such dates and in lieu of any Annual Cash Retainer. The 2009 Annual Cash Retainer Amount for non-employee Directors is $36,000; accordingly, each non-employee Director received $18,000 worth of the Issuer's common stock on December 31, 2009. Paul G. Igoe, Attorney-in-fact for Marc T. Giles 2010-01-04 EX-24 2 gilespoa10-09.txt POWER OF ATTORNEY POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Chief Financial Officer, General Counsel, Corporate Counsel, Secretary, Assistant Secretary, Corporate Controller or Assistant Controller or Kathleen J. Carroll and Donna G. Tracy, signing singly, the undersigneds true and lawful attorney in fact to (1) execute for and on behalf of the undersigned, in the undersigneds capacity as an officer and/or director of Lydall,Inc. (the Company), Forms 3, 4, and 5 in accordance with Section 16 (a) of the Securities Exchange Act of 1934 and the rules thereunder; (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and (3) execute for and on behalf of the undersigned, in the undersigneds capacity as an officer and/or director of the Company,Form 144s or any other document to be filed pursuant to Rule 144 of the Securities Act of 1933 and any regulations thereunder with respect to securities of the Company; (4) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney in fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney in fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney in fact may approve in such attorney in facts discretion. The undersigned hereby grants to each such attorney in fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney in fact, or such attorney in facts substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys in fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigneds responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys in fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 29th day of October, 2009. Signature: /s/ Marc T. Giles Print Name: Marc T. Giles -----END PRIVACY-ENHANCED MESSAGE-----