0000825410-14-000030.txt : 20140626 0000825410-14-000030.hdr.sgml : 20140626 20140623160142 ACCESSION NUMBER: 0000825410-14-000030 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20140623 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: 20140623 DATE AS OF CHANGE: 20140623 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LANDAUER INC CENTRAL INDEX KEY: 0000825410 STANDARD INDUSTRIAL CLASSIFICATION: MEASURING & CONTROLLING DEVICES, NEC [3829] IRS NUMBER: 061218089 STATE OF INCORPORATION: IL FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09788 FILM NUMBER: 14935207 BUSINESS ADDRESS: STREET 1: 2 SCIENCE RD CITY: GLENWOOD STATE: IL ZIP: 60425 BUSINESS PHONE: 7087557000 MAIL ADDRESS: STREET 1: 2 SCIENCE RD CITY: GLENWOOD STATE: IL ZIP: 60425 FORMER COMPANY: FORMER CONFORMED NAME: TECH OPS LANDAUER INC DATE OF NAME CHANGE: 19910521 8-K 1 ldr-20140623x8k.htm 8-K 7da48d73fa80422

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):  June 17, 2014

 

 

 

 

 

LANDAUER, INC.

 

 

(Exact Name of Registrant as Specified in its Charter)

 

 

 

 

 

Delaware

1-9788

06-1218089

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

 

 

 

2 Science Road, Glenwood, Illinois

60425

(Address of Principal Executive Offices)

(Zip Code)

 

 

(708) 755-7000

(Registrant's Telephone Number, Including Area Code)

 

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 (see General Instruction A.2. below):

 

[  ]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))


 

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

 

Appointment of Mark Zorko as Interim Chief Financial Officer

 

On June 17, 2014, the Board of Directors of Landauer, Inc. (the “Company”) appointed Mark Zorko as the Company’s Interim Chief Financial Officer, as well as its principal financial officer, each effective on June 21, 2014.  A press release announcing Mr. Zorko’s appointment is attached as Exhibit 99.1 to this Current Report on Form 8-K.    

 

Mr. Zorko, age 62, has served as Senior Financial Advisor of the Company since April 2014.  Prior to that time, Mr. Zorko served as the Chief Financial Officer of Steel Excel, Inc. (“SXCL”) until May 2013. He also served as the President and Chief Executive Officer of SXCL’s subsidiary Well Services Ltd. (“WSL”) in 2012 and Chief Financial Officer of DGT Holdings Corp. (“DGTC”) from 2006 through 2012.  SXCL, WSL and DGTC are all affiliated with Steel Partners Holding, L.P., a publicly traded diversified global holding company.  SXCL is primarily engaged in the oilfield service business and is publicly traded.  DGTC was engaged in the business of x-ray imaging and power conversion subsystems worldwide.  From 2000 to 2010, Mr. Zorko was a CFO Partner at Tatum, LLC, a professional services firm, where he held Chief Financial Officer positions with public and private client companies.  His prior experience also includes serving as the corporate controller for Zenith Data Systems Corporation, a computer manufacturing and retail electronics company, and finance manager positions with Honeywell, Inc.  Mr. Zorko was with Arthur Andersen & Co.  Mr. Zorko served in the Marine Corps from 1970 to 1973.  Mr. Zorko is on Board of Directors of MFRI, Inc., a publicly held company engaged in the manufacture and sale of piping systems, filtration products, industrial process cooling equipment and the installation of HVAC systems, Chairs the Audit Committee and serves on the Compensation and Nominations/Governance Committees. He previously chaired the Strategy Committee.  He is also on the Audit Committee for Opportunity Int’l, a microfinance bank, and on the Finance Committee for the Alexian Brothers Health System.  Mr. Zorko earned a BS degree in accounting from The Ohio State University, an MBA from the University of Minnesota, and completed the FEI’s Chief Financial Officer program at Harvard University.  He is a Certified Public Accountant and a member of the National Association of Corporate Directors. 

 

There are no arrangements or understandings between Mr. Zorko and any other persons pursuant to which he was selected as Interim Chief Financial Officer.  There are also no family relationships between Mr. Zorko and any director or executive officer of the Company and he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.   

 

In connection with Mr. Zorko’s employment with the Company and pursuant to an offer letter from the Company (the “Offer Letter”), he will receive an annual base salary of $357,875. Mr. Zorko’s target incentive bonus opportunity for the period between June 21, 2014 and September 30, 2014 will be 40% of his base salary for such period.  In addition, Mr. Zorko will receive an acceptance bonus of $55,830.   

 


 

The foregoing summary is qualified in its entirety by reference to the Offer Letter, a copy of which is attached hereto as Exhibit 10.1 and is incorporated by reference.

 

Departure of Michael K. Burke as Senior Vice President and Chief Financial Officer

 

Michael K. Burke, the Company’s Senior Vice President and Chief Financial Officer left the Company to pursue other interests on June 20, 2014 (the “Separation Date”).  In connection with his departure, the Company and Mr. Burke entered into a Separation Agreement (the “Separation Agreement”).  Under the terms of the Separation Agreement, and provided that Mr. Burke does not revoke acceptance of the terms of the Separation Agreement, Mr. Burke will receive (i) an annual base salary of $357,875 for 78 weeks, (ii) up to $25,000 in the aggregate of outplacement assistance services through December 20, 2014, (iii) a payment of $103,146, which is an amount equal to his target bonus under the Landauer, Inc. Incentive Compensation Plan (the “Incentive Plan”) prorated according to the amount of time Mr. Burke was employed during the fiscal year ending September 30, 2014 and (iv) continued medical coverage at the active employee rate for up to 18 months after the Separation Date.

 

7,949 shares of Mr. Burke’s unvested Restricted Shares and Performance Based Restricted Shares under the Incentive Plan will become vested in accordance with the terms of the applicable award agreement and those Restricted Shares and Performance Based Restricted Shares that do not vest will be forfeited. 

 

In the Separation Agreement, Mr. Burke released and discharged any and all claims against the Company and its affiliates, including claims that arise out of his employment or cessation of employment with the Company or any of its affiliates and acknowledged the terms and conditions of the Landauer Non-Competition and Confidentiality Agreement. 

 

The foregoing summary is qualified in its entirety by reference to the Separation Agreement, a copy of which is attached hereto as Exhibit 10.2 and is incorporated by reference.

 

Item 9.01.Financial Statements and Exhibits.

 

(d) Exhibits.

 

 

 

 

Exhibit Number

 

Description

 

 

 

10.1

 

Offer Letter between the Company and Mark Zorko, dated as of June 17, 2014

10.2

 

Separation Agreement between the Company and Michael K. Burke, dated as of June 17, 2014

99.1

 

Press Release dated June 23, 2014

 

 

 

 


 

SIGNATURE

 

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.

 

 

 

 

 

LANDAUER, INC.

 

 

 

 

June 23, 2014

By:

/s/ William E. Saxelby

 

 

William E. Saxelby

 

 

President and Chief Executive Officer

 


EX-10.1 2 ldr-20140623ex1016fccb2.htm EX-10.1 Exhibit 101 FY14 MZ Offer Letter June 2014 v22

Exhibit 10.1

LANDAUER

 

June 17, 2014     

 

Mark Zorko

ADDRESS

ADDRESS

 

 

Dear Mark:

 

As per our conversation, I am privileged to extend this formal offer for you to become the Interim Chief Financial Officer of Landauer, Inc. (“Landauer”), reporting to me effective June 21, 2014 through at least September 30, 2014.  The Board of Directors will consider the continuation of your employment as Chief Financial Officer for the fiscal 2015 year.

 

The following summarizes the terms and conditions of this offer:

 

·

Annual Cash Compensation.  Your annual base salary equivalent will be $357,875.00 paid bi-weekly at a rate of $13,764.42.  You will have the opportunity to earn a bonus with a target incentive bonus opportunity of 40% of base salary from June 21 through September 30, 2014.

o

Bonus Criteria. Your bonus will be based on the completion of the following objectives:

§

Onboarding / training of Vice President Controller, CAO (25%);

§

Management of strategic investor / banking relationships (25%);

§

Delivering on the agreed upon Audit Committee plan (25%);

§

Delivering an FY 2015 Operating Plan and FY 2015-2017 Strategic Plan to the Board at August 2014 Board Meeting (25%)

o

Bonus Payout Schedule.  The amount of the bonus will be based on the number of objectives that you achieve by September 30, 2014, according to the following schedule:

§

Achievement of all four PMO’s = 100% payout of PMO pool

§

Achievement of three PMO’s = 75% payout of PMO pool

§

Achievement of two PMO’s = 50% payout of PMO pool

§

Two PMO’s have to be achieved to receive any PMO pool payout

Whether any objective is satisfied will be determined by Landauer.  Your bonus, if any, will be paid during October 2014. 

·

Acceptance Bonus.  An acceptance bonus of $55,830 will be paid with your paycheck of June 26, 2014.  Should you resign from Landauer prior to September 30, 2014, you agree to pay to Landauer the gross amount of the bonus.

 

·

Benefits, Vacation & Non-Qualified Executive Excess Plan.  You will continue to be eligible to participate in Landauer’s employee benefit and vacation programs, including the Non-Qualified Executive Excess Plan, as defined in your offer of employment.  Landauer will contribute to the Non-Qualified Executive Excess Plan 7.5% of the salary paid to you during your employment through the end of the fiscal year as the company contribution for fiscal 2014.

 

·

Severance & Change in Control.  Because your will be Interim CFO, you will not be a designated employee participating in either the Executive Severance Plan or the Executive Special Severance Plan (change in control plan).

   

Landauer, Inc.   2 Science Road   Glenwood, Illinois 60425-1586   Telephone: (708) 755-7000   Facsimile: (708) 755-7011


 

 

Mark Zorko Letter

June 17, 2014

Page 2

 

 

Your signature below indicates your acceptance of this position with Landauer.  The executed document may be returned via PDF file (email) or faxed to Kathy Bober, Director of Human Resources at ###-###-####.

 

The Board of Directors and I are very excited about you acceptance of the Interim CFO position at Landauer.   Should you have any questions, please do not hesitate to call me at
###-###-#### during the day or on my cell at ###-###-####.

 

Sincerely,

 

 

/s/ William E. Saxelby

 

William E. Saxelby

President

 

Accepted:  /s/ Mark ZorkoDated: June 17, 2014

Mark Zorko

Landauer, Inc.   2 Science Road   Glenwood, Illinois 60425-1586   Telephone: (708) 755-7000   Facsimile: (708) 755-7011


EX-10.2 3 ldr-20140623ex102ec8059.htm EX-10.2 Exhibit 102 FY14 MB Separation Agreement June 2014 v22

Exhibit 10.2

LANDAUER

June 17, 2014

 

Michael Burke

ADDRESS

ADDRESS

 

Dear Michael:  

This letter agreement memorializes the terms and conditions regarding your separation from employment with Landauer, Inc. (“Landauer”).  In consideration of the mutual promises and agreements contained in this letter agreement, the adequacy and receipt of which each party expressly acknowledges, you and Landauer agree as follows:

1.

Your employment with Landauer will end on June 20, 2014 (the “Separation Date”).  To receive the payments and benefits in this letter (other than those described in paragraph 6), you must (i) perform your duties for Landauer satisfactorily through the Separation Date, (ii) resign your position as director or officer, as applicable, of each subsidiary of Landauer pursuant to the resignation letter to be provided to you under separate cover, (iii) sign this letter agreement and return it to Landauer’s Chief Executive Officer no later than 21 days after the date of this letter agreement, and (iv) not revoke this letter agreement. 

2.

After your Separation Date, Landauer will pay you your regular bi-weekly earnings of $13,764.42 (for an annualized equivalent of $357,875), less customary deductions, for the equivalent of seventy-eight (78) weeks.  Landauer will make such payments, pro-rata, on its regular paydays beginning with Landauer’s first regular payday that occurs after the Separation Date and the expiration of the seven-day revocation period of the Reaffirmation.

3.

All of your employment benefits with Landauer, except as provided below with respect to the continuation of your medical insurance coverage, will end as of your Separation Date in accordance with the respective terms of those benefit plans.  You will be able to continue your medical coverage in the $1,750 High Deductible Health Plan and dental insurance at the then existing active employee rate during your severance period or until you become eligible for coverage under another employer’s group medical insurance plan, whichever is earlier.  You agree to notify Landauer’s Director of Human Resources within three business days of your eligibility for such coverage.  At the end of this period, you may continue your group health insurance coverage after the severance period in accordance with the Consolidated Omnibus Budget Reconciliation Act of 1985 (“COBRA”), generally, until the 18-month anniversary of your Separation Date.

4.

You shall be entitled to receive outplacement assistance services through December 20, 2014 from an established outplacement services organization selected by you, and Landauer shall pay the costs of such services upon your submission of appropriate documentation; provided that such costs shall not exceed $25,000 in the aggregate.

5.

Landauer will not contest unemployment benefits under the state unemployment insurance program.  If you would like to pursue unemployment compensation insurance, you may contact the local unemployment office for filing instructions and a determination as to your eligibility.

6.

Landauer will pay your accrued but unused vacation, less customary deductions, through your Separation Date, on the payroll following the Separation Date.    

 


 

 

7.

Subject to the terms of the Landauer, Inc. Incentive Compensation Plan (the “Incentive Plan”), Landauer will pay you a cash bonus in an amount equal to target bonus prorated according to the amount of time employed during the fiscal year ending September 30, 2014.  You will receive this payment at the same time that your severance payments described in paragraph 2 above commence.

8.

As of the Separation Date, you will become vested in that portion of the Restricted Shares awarded to you on September 10, 2011 under the Incentive Plan that are scheduled to vest on January 3, 2015 in accordance with the terms of the Landauer, Inc. Restricted Share Award Agreement Under Landauer, Inc. Incentive Compensation Plan (“Restricted Share Award Agreement”) that apply in the event of an involuntary termination of your employment without cause.  The Restricted Shares that do not vest according to the previous sentence will be forfeited and transferred, without payment of any consideration to you, to Landauer (or to its assignee or nominee) and all your rights to or with respect to such unvested Restricted Shares will terminate, in each case as of the Separation Date.

9.

As of the Separation Date, you will become vested in that portion of the Restricted Shares and Performance Based Restricted Shares awarded to you on November 10, 2011 under the Incentive Plan that are scheduled to vest on September 30, 2014 in accordance with the terms of the respective Restricted Share Award Agreement and Landauer, Inc. Performance Based Restricted Stock Award Agreement Under Landauer, Inc. Incentive Compensation Plan (“Performance Based Stock Award Agreement”) that apply in the event of an involuntary termination of your employment without cause.  The Restricted Shares and Performance Based Restricted Shares that do not vest according to the previous sentence will be forfeited and transferred, without payment of any consideration to you, to Landauer (or to its assignee or nominee) and all your rights to or with respect to such unvested Restricted Shares and Performance Based Restricted Shares will terminate, in each case as of the Separation Date.

10.

As of the Separation Date, you will become vested in that portion of the Restricted Shares and Performance Based Restricted Shares awarded to you on December 21, 2012 under the Incentive Plan that are scheduled to vest on September 30, 2015 in accordance with the terms of the respective Restricted Share Award Agreement and Performance Based Stock Award Agreement that apply in the event of an involuntary termination of your employment without cause.  The Restricted Shares and Performance Based Restricted Shares that do not vest according to the previous sentence will be forfeited and transferred, without payment of any consideration to you, to Landauer (or to its assignee or nominee) and all your rights to or with respect to such unvested Restricted Shares and Performance Based Restricted Shares will terminate, in each case as of the Separation Date.

11.

As of the Separation Date, you will become vested in that portion of the Restricted Shares and Performance Based Restricted Shares awarded to you on December 3, 2013 under the Incentive Plan that are scheduled to vest on September 30, 2016 in accordance with the terms of the respective Restricted Share Award Agreement Performance Based Stock Award Agreement that apply in the event of an involuntary termination of your employment without cause.  The Restricted Shares and Performance Based Restricted Shares that do not vest according to the previous sentence will be forfeited and transferred, without payment of any consideration to you, to Landauer (or to its assignee or nominee) and all your rights to or with respect to such unvested Restricted Shares and Performance Based Restricted Shares will terminate, in each case as of the Separation Date.

12.

All payments made and benefits provided to you shall be subject to customary withholding and other taxes as required by applicable federal, state and local law unless specifically exempted from such taxes in the Code.

13.

You will direct all employment reference requests to Landauer’s Director of Human Resources.

 


 

 

14.

You represent and warrant that on or before the Separation Date, you will return to Landauer all of its property in your possession or under your control including, but not limited to, Landauer’s files, cell phone, customer lists, equipment, keys, credit cards, electronic files, tapes, records, manuals, personnel information, employee lists, brochures, files, catalogs, price lists, cost information, financial records, and all copies thereof.

15.

You acknowledge that the terms and conditions of the Landauer Non-Competition and Confidentiality Agreement that you executed on December 27, 2011 (the “Non-Competition Agreement”) remain in full force and effect, you represent and warrant that you have not violated any of its terms, and you agree to continue to abide by those terms.

16.

You, and anyone claiming through you, agree to fully, finally and forever release and discharge Landauer and any and all parents, divisions, subsidiaries, partnerships, affiliates and/or other related entities of Landauer (whether or not such entities are wholly owned) and each of those entities’ past, present, and future owners, trustees, fiduciaries, shareholders, directors, officers, administrators, agents, partners, employees, attorneys, and the predecessors, successors, and assigns of each of them (collectively, the “Released Parties”), from any and all claims, whether known or unknown, which you have, have ever had, or may ever have against any of the Released Parties arising from or related to any act, omission, or thing occurring at any time prior to your signing this letter agreement including, but not limited to, any and all claims that in any way result from, or relate to, your employment or cessation of employment with any of the Released Parties.  These released claims further include, but are not limited to, any and all claims that you could assert or could have asserted in any federal, state, or local court, commission, department, or agency under any common law theory, or under any fair employment, employment, contract, tort, federal, state, or local law, regulation, ordinance, or executive order including under the following laws as amended from time to time:  the Age Discrimination in Employment Act, the Older Workers’ Benefit Protection Act, the Civil Rights Act of 1866, the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans With Disabilities Act, the Employee Retirement Income Security Act, the Family and Medical Leave Act, the Illinois Human Rights Act, and the Cook County Human Rights Ordinance.

17.

You acknowledge that the existence and terms of this letter agreement are confidential and that you will not disclose the terms or existence of this letter agreement to anyone other than to your attorney, accountant, and immediate family, whom you shall ensure will comply with the terms of this confidentiality provision.

18.

You acknowledge that you have been advised to consult with a lawyer of your choice and that you have had sufficient time to consult with a lawyer before executing this letter agreement.  You also acknowledge that you are entitled to a period of at least 21 days within which to consider this letter agreement.

19.

Within seven days following the date of your execution of this letter agreement, you shall have the right to revoke this letter agreement by serving within such seven-day period written notice of your revocation upon Landauer’s Director of Human Resources.  If you do not revoke this letter agreement during this seven-day period, this letter agreement shall become effective on the eighth day after the date of your execution of this letter agreement and you shall have no further right to revoke this letter agreement.

20.

You expressly acknowledge and agree that all payments and benefits set forth in this letter agreement are expressly contingent upon  (i) your signing and not revoking this letter agreement, (ii) your compliance with the terms of this letter agreement, and (iii) your timely returning the signed letter agreement to me. 

 


 

 

21.

All notices and other communications required or permitted under this letter agreement shall be deemed to have been duly given and made if in writing and if served personally on the party for whom intended or deposited, postage prepaid, certified or registered mail, return receipt requested, in the United States mail to your address above, if the notice is to you, or if the notice is to Landauer, to Landauer’s Director of Human Resources at the address on this letterhead, or to such other address as either party may designate in writing thereafter.

22.

This letter agreement, the Non-Competition Agreement, the Incentive Plan, and the applicable Restricted Share Award Agreements and Performance Based Stock Award Agreements embody the entire agreement and understanding of you and Landauer with regard to all matters and those documents supersede any and all prior and/or contemporaneous agreements and understandings, oral or written, between you and Landauer.

23.

This letter agreement is intended to comply with the requirements of Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”), including the requirement that payments to “specified employees” of deferred compensation subject to Section 409A of the Code that is payable on account of a “separation from service” not be made before the date which is six months after the date of the separation from service, and shall be interpreted and construed consistently with such intent.  Payments provided herein are intended to be exempt from Section 409A of the Code to the maximum extent possible, under either the separation pay exemption pursuant to Treasury regulation §1.409A-1(b)(9)(iii) or as short-term deferrals pursuant to Treasury regulation §1.409A-1(b)(4).  Each payment and benefit hereunder shall constitute a “separately identified” amount within the meaning of Treasury regulation §1.409A-2(b)(2).  In the event the terms of this letter agreement would subject you to taxes or penalties under Section 409A of the Code (“409A Penalties”), Landauer and you shall cooperate diligently to amend the terms of this letter agreement to avoid such 409A Penalties, to the extent possible; provided that in no event shall Landauer be responsible for any 409A Penalties that arise in connection with any amounts payable under this letter agreement.  Any amount of expenses eligible for reimbursement, or in-kind benefit provided, during a calendar year shall not affect the amount of expenses eligible for reimbursement, or in-kind benefit to be provided, during any other calendar year.  Any reimbursement shall be made no later than the last day of the calendar year following the calendar year in which the expenses to be reimbursed were incurred.  The right to any reimbursement or in-kind benefit pursuant to this letter agreement shall not be subject to liquidation or exchange for any other benefit.

 

Please sign one original of this letter agreement and return it to me.  You may retain the other originals for your file. 

Very truly yours,

 


/s/ William E. Saxelby

 

William E. Saxelby

Chief Executive Officer

 

 

I have read, understand, and voluntarily agree to be bound by each of the terms contained in this letter.

 

 

 

 

/s/ Michael BurkeDated: June 21, 2014

Michael Burke

 


EX-99.1 4 ldr-20140623ex99126802c.htm EX-99.1 Exhibit 99.1 FY14 Mgmt Transition June 20142

News Release

 

LANDAUER

 

 

LANDAUER, INC. APPOINTS MARK ZORKO AS INTERIM CHIEF FINANCIAL OFFICER

 

For Further Information Contact:

Jim Polson

FTI Consulting

Phone: 312-553-6730

Email: jim.polson@fticonsulting.com

 

GLENWOOD, IL— June 23, 2014—Landauer, Inc. (NYSE: LDR), a recognized leader in personal and environmental radiation measurement and monitoring, outsourced medical physics services and high quality medical consumable accessories, announced that Mark Zorko has been named Interim Chief Financial Officer of the company effective immediately.  Mr. Zorko will replace Michael K. Burke, who has left the company to pursue other interests.

 

Mark has been a great complement to our executive team. Over the past few months he has demonstrated the value of his broad experience while providing strategic counsel to Landauer,” said Bill Saxelby, President and Chief Executive Officer of Landauer, Inc.  “Mark’s extensive financial and public company experience as a CFO, as well as in lead senior operating roles and his independent Board of Director responsibilities,  means he is well suited to focus on maximizing operational efficiencies,  strategy development and maintaining and fostering our strong cash flow generation, which will help enable future growth and drive shareholder value.    

 

Saxelby concluded, “I would like to thank Michael for his many contributions to the Company over the past two and a half years and wish him well in his future endeavors.”

 

Mr. Zorko has served as Senior Financial Advisor of the Company since April 2014.  Prior to that time, Mr. Zorko served as the Chief Financial Officer of Steel Excel, Inc. (“SXCL”) until May 2013. He also served as the President and Chief Executive Officer of SXCL’s subsidiary Well Services Ltd. (“WSL”) in 2012 and Chief Financial Officer of DGT Holdings Corp. (“DGTC”) from 2006 through 2012.  SXCL, WSL and DGTC are all affiliated with Steel Partners Holding, L.P. (NYSE: SPLP), a publicly-traded diversified global holding company.  From 2000 to 2010, Mr. Zorko was a Partner at Tatum, LLC, a professional services firm, where he held the Chief Financial Officer position with public and private client companies.  His prior experience also includes serving as the corporate controller for Zenith Data Systems Corporation and finance manager positions with Honeywell, Inc.  Mr. Zorko is on the Board of Directors of MFRI, Inc., (NASDAQ:MFRI), where he chairs the Audit Committee and serves on the Compensation and Nominations/Governance Committees. He is also on the Audit Committee for Opportunity Int’l, a microfinance bank, and on the Finance Committee for the Alexian Brothers Health System.  Mr. Zorko earned a BS degree in accounting from The Ohio State University, an MBA from the University of Minnesota, and completed the FEI’s Chief Financial Officer Program at Harvard


 

University.  He is a Certified Public Accountant and a member of the National Association of Corporate Directors. 

 

About Landauer

Landauer is a leading global provider of technical and analytical services to determine occupational and environmental radiation exposure, the leading domestic provider of outsourced medical physics services, as well as a provider of high quality medical accessories used in radiology, radiation therapy, and image guided surgery procedures.  For more than 50 years, the Company has provided complete radiation dosimetry services to hospitals, medical and dental offices, universities, national laboratories, nuclear facilities and other industries in which radiation poses a potential threat to employees.  Landauer’s services include the manufacture of various types of radiation detection monitors, the distribution and collection of the monitors to and from customers, and the analysis and reporting of exposure findings.  The Company provides its dosimetry services to approximately 1.8 million individuals globally. In addition, through its Medical Physics segment, the Company provides therapeutic and imaging physics services to the medical physics community.  Through its Medical Products segment, the Company provides medical consumable accessories used in radiology, radiation therapy, and image guided surgery procedures.  For information about Landauer, please visit our website at http://www.landauer.com.

   

For the latest news releases and other corporate documents on Landauer, Inc., visit

www.landauer.com

 

-###-

 

Landauer, Inc. 2 Science Road Glenwood, Illinois 60425-1586 Telephone: 708.755.7000 Fax: 708.755.7011  landauerinc.com