UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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) September 1, 2015
Clearfield, Inc.
(Exact name of registrant as specified in its charter)
Minnesota |
0-16106 |
41-1347235 |
||
(State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
7050 Winnetka Ave. N., Suite 100, Brooklyn Park, MN |
55428 |
|||
(Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: (763) 476-6866
Not Applicable
(Former name or former address, if changed since last report)
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: | ||
[ ] | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
[ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
[ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
[ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Items under Sections 1 through 7 are not applicable and therefore omitted.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Upon recommendation of the Nominating and Governance Committee of the Board of Directors of Clearfield, Inc. (the "Company"), the Board of Directors elected Patrick Goepel as a director effective September 1, 2015 to serve a term ending at the Company's 2016 Annual Meeting of Shareholders. Effective upon his election to the Board, the Board of Directors also appointed Mr. Goepel to the Audit and Compensation Committees based upon the recommendation of the Nominating and Governance Committee. Mr. Goepel is an "independent director" under the Nasdaq Listing Rules and also qualifies as an "audit committee financial expert."
In connection with his election, the Compensation Committee recommended and the Board of Directors of the Company granted an award to Patrick Goepel of restricted stock under the Company's 2007 Stock Compensation Plan on the effective date of his election, with a value of $10,000 as of the date of the grant, with the restrictions on the restricted stock lapsing on the first business day prior to the 2016 Annual Meeting of Shareholders.
The Company also announced the election of Mr. Goepel through the press release attached hereto as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
Exhibit No.
Description
99.1
Press Release issued by Clearfield, Inc. on September 1, 2015.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Clearfield, Inc.
(Registrant) |
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September 1, 2015
(Date) |
/s/ CHERYL P. BERANEK
Cheryl P. Beranek Chief Executive Officer |
EXHIBIT 99.1
MINNEAPOLIS, Sept. 1, 2015 (GLOBE NEWSWIRE) -- Clearfield, Inc., (Nasdaq:CLFD) (www.SeeClearfield.com), the specialist in fiber management and connectivity platforms for communications providers, today announced that Pat Goepel, an experienced growth executive in the technology marketplace, has been appointed as a company director.
"With 25 years of extensive global expansion experience, we are pleased to have Pat join the board of directors of Clearfield," said Cheri Beranek, President and Chief Executive Officer of Clearfield. "Pat brings a vast background in operational excellence initiatives as well as M&A."
Goepel is the current CEO and a board member of Asure Software, a publicly traded company on the Nasdaq stock exchange. Prior to his joining Asure in 2009, Goepel was the President of Fidelity HR Services. He has also served as Executive Vice President at Ceridian Employer Services. In addition to Asure Software, Pat currently serves on the board of directors of Safeguard World International and is the Chairman of APPD Investments.
"I am energized to join the Clearfield team," commented Goepel. "Clearfield has had very strong growth to date, and I look forward to exciting developments in the years ahead."
About Clearfield, Inc.
Clearfield, Inc. (Nasdaq:CLFD) designs, manufactures and distributes fiber optic management products for the communications networks of leading ILECS, CLECs, MSO/cable TV companies and mobile broadband providers. We help service providers solve the Fiber Puzzle, which is how to reduce high costs associated with deploying, managing, protecting and scaling a fiber optic network to deliver the mobile, residential and business services customers want. Based on the patented Clearview™ Cassette, our unique single-architected, modular fiber management platform is designed to lower the cost of broadband deployment and maintenance by consolidating, protecting and distributing incoming and outgoing fiber circuits and enable our customers to scale their operations as their subscriber revenues increase. Headquartered in Minneapolis, MN, Clearfield deploys more than a million fiber ports each year.
CONTACT: Cheryl P. Beranek Chief Executive Officer and President Investor-relations@clfd.net 763-476-6866