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): August 21, 2014
LANDAUER, INC.
(Exact Name of Registrant as Specified in Its Charter)
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Delaware |
1-9788 |
06-1218089 |
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(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
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2 Science Road, Glenwood, Illinois |
60425 |
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(Address of Principal Executive Offices) |
(Zip Code) |
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(708) 755-7000 |
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(Registrant's Telephone Number, Including Area Code) |
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Not Applicable |
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(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 Michael T. Leatherman as Interim President and Chief Executive Officer
On August 21, 2014, the Board of Directors of Landauer, Inc. (the “Company”) appointed Michael T. Leatherman as the Company’s Interim President and Chief Executive Officer, as well as its principal executive officer, each effective on September 15, 2014. A press release announcing Mr. Leatherman’s appointment is attached as Exhibit 99.1 to this Current Report on Form 8-K.
Mr. Leatherman, age 61, has served as a member of the Board of Directors of the Company since 2008 and is a member of its Compensation and Audit Committees. In addition, Mr. Leatherman served as Interim Chief Financial Officer of the Company from September 2011 through December 2011. Since 2000, Mr. Leatherman has served as an Independent Consultant, primarily to the information technology industry. Mr. Leatherman is a Certified Public Accountant and previously served as the Executive Vice President, Chief Information Officer and Chief Financial Officer of Wallace Computer Services, Inc., a provider of printed products and print management services, which prior to its acquisition by Moore Corporation was a NYSE-listed company. From 2006 to 2009, Mr. Leatherman was a director of Nashua Corporation, a manufacturer, converter and marketer of labels and specialty papers, which was acquired by Cenveo, Inc.
During his term as Interim President and Chief Executive Officer, Mr. Leatherman will continue to serve as a director of the Company, but will cease his service as a member of the Audit Committee and Compensation Committee of the Company’s Board of Directors.
There are no arrangements or understandings between Mr. Leatherman and any other persons pursuant to which he was selected as Interim President and Chief Executive Officer. There are also no family relationships between Mr. Leatherman 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.
Mr. Leatherman’s compensation as Interim President and Chief Executive Officer has not yet been determined.
Departure of William E. Saxelby as Director, President and Chief Executive Officer
William E. Saxelby, the Company’s President and Chief Executive Officer and a member of the Board of Directors, will be stepping down from such positions, effective as of September 15, 2014 (the “Separation Date”). In connection with his departure, it is expected that Mr. Saxelby will receive compensation and benefits commensurate with those contemplated by his existing agreements with the Company for a termination without cause.
Item 9.01.Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit Number |
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Description |
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99.1 |
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Press Release dated August 22, 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.
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LANDAUER, INC. |
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August 22, 2014 |
By: |
/s/ Mark A. Zorko |
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Mark A. Zorko |
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LANDAUER
LANDAUER, INC. ANNOUNCES EXECUTIVE
MANAGEMENT CHANGE
For Further Information Contact:
Jim Polson
FTI Consulting
Phone: 312-553-6730
Email: jim.polson@fticonsulting.com
GLENWOOD, IL— August 22, 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 today that William E. Saxelby, its President and Chief Executive Officer, will be stepping down as President and Chief Executive Officer and as a member of the Board of Directors, effective as of September 15, 2014. He will be replaced on an interim basis by Michael T. Leatherman, a member of the Company’s Board of Directors since 2008. The Board has commenced a search, which will consider internal and external candidates, for a permanent successor to Mr. Saxelby. Mr. Saxelby has agreed to work with Mr. Leatherman in the near term in an advisory role.
“No one has worked harder than Bill to enhance the Landauer brand, expand Landauer’s service offerings and extend the Company’s reach into new markets. We thank Bill for his dedicated leadership of Landauer over the past nine years and wish him well in all of his future endeavors,” said Chairman of the Company’s Board of Directors Robert J. Cronin.
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 their website at http://www.landauer.com.
For the latest news releases and other corporate documents on Landauer, Inc., visit www.landauer.com.
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