2017 Form 11-K

The accompanying Notes are an integral part of these financial statements.

LANDAUER, INCORPORATED 401(k) RETIREMENT SAVINGS PLAN

Plan Number 003, EIN 06-1218089

NOTES to Financial Statements

December 31, 2016 and 2015

1.DESCRIPTION OF THE PLAN

The following description of the Landauer, Incorporated 401(k) Retirement Savings Plan (the “Plan”) provides only general information. Participants should refer to the Plan agreement for a more complete description of the Plan’s provisions.

General

The Plan is a defined contribution plan covering all eligible employees of Landauer, Inc. (the “Company”), and its subsidiaries Global Physics Solutions, Inc. (“GPS”) and IZI Medical Products, LLC (“IZI”). It is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), and the Internal Revenue Code of 1986, as amended (the “Code”). The Plan’s Retirement Plan Committee and the Plan Trustee determine the appropriateness of the Plan’s investment offerings, and monitor investment performance.

Effective January 1, 2016, the Company amended and restated the Plan to bring it into compliance with the Pension Protection Act of 2006.

Divestiture

In May 2016, the Company divested its subsidiary, IZI Medical Products, LLC. The Plan assets of $1,001,392 for participants employed by IZI Medical Products, LLC were transferred out of the Company’s Plan in July 2016.

Trustee and Plan Administrator

The Plan’s Trustee is John Hancock Trust Company (“JHTC”) and the Plan’s record-keeper is John Hancock Retirement Plan Services LLC, formerly known as New York Life Plan Services. The Plan’s Administrator is the Company. The Board of Directors of the Company delegated authority, responsibility, and oversight of the Plan to the Administrative Committee and Retirement Plan Committee, which are comprised of several employees of the Company.

Contributions

Participant Contributions

Each year, participants may contribute to the Plan up to 80% of eligible annual compensation, as defined in the Plan. Participants who have attained age 50 before the end of the Plan year are eligible to make catch-up contributions. Participants may also contribute amounts representing distributions from other qualified defined benefit or contribution plans, generally referred to as rollovers.

LANDAUER, INCORPORATED 401(k) RETIREMENT SAVINGS PLAN

Plan Number 003, EIN 06-1218089

NOTES to Financial Statements

December 31, 2016 and 2015

Participants direct the investment of their contributions into various investment options offered by the Plan. The Plan currently offers various mutual funds, Company stock and a New York Life Insurance Company Guaranteed Interest Account (a group annuity contract) as investment options for participants. The Plan includes an auto-enrollment provision whereby all newly-eligible employees are automatically enrolled in the Plan, unless they affirmatively elect not to participate, with a default deferral rate set to 6% of eligible compensation. Contributions are automatically invested in accordance with the default investment alternatives established under the Plan until changed by the participant. Starting the first year after a participant is automatically enrolled in the Plan the participant’s tax-deferral contribution rate is automatically increased by 1% annually, up to a maximum of 10%. This increase occurs on the first day of each Plan year, and participants may decline such rate increases or elect a different rate. The Plan also provides participants the option to elect to make Roth 401(k) deferrals.

Company Matching Contributions

The Company and GPS (each an “Employer”) may make discretionary matching contributions equal to a uniform percentage of their respective participant salary deferrals. On an annual basis, each Employer determines the uniform percentage of the discretionary match it will contribute. During the Plan year ended December 31, 2016, each Employer contributed 50% of the first 6% of base compensation that a participant contributed to the Plan (including pre-tax, Roth and catch-up contributions). Participants share in the matching contribution regardless of the amount of service completed during the Plan Year.

Company Profit Sharing Contributions

Each Employer may make annual discretionary profit sharing contributions. For the year ended December 31, 2016, the Company made a $377,863 profit sharing contribution to the Plan, which was paid in January 2017. The profit sharing contribution covered the employees of Landauer, Inc. and excluded employees of GPS. For the year ended December 31, 2015, the Company made a $385,973 profit sharing plan contribution to the Plan, which was paid in February 2016. Participants share in their Employer’s profit sharing contributions if, among other things, they are employed on the last day of the Plan Year. Profit sharing contributions are “allocated” or divided among eligible participants using the following fraction: participant eligible compensation divided by total eligible compensation of all eligible participants.

Participant Accounts

Each participant’s account is credited with the participant’s salary reduction contribution, and allocations of (a) the Company’s matching contribution, (b) Plan earnings (losses), and (c) the Company’s profit sharing contribution, if any. Each participant’s account is charged with an allocation of administrative expenses paid by the Plan. Allocations are based on participant earnings (losses) or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account.

LANDAUER, INCORPORATED 401(k) RETIREMENT SAVINGS PLAN

Plan Number 003, EIN 06-1218089

NOTES to Financial Statements

December 31, 2016 and 2015

Vesting

A participant hired prior to April 1, 2009 is 100% vested at all times in his or her account that represents the salary reduction contributions, catch-up contributions, any rollover amount accepted by the Plan on his or her behalf, the Company matching contributions, Company profit sharing contributions, and actual earnings thereon. A participant hired on or after April 1, 2009 vests in Company match and profit sharing contributions after three years of service from the date of hire.

Notes Receivable from Participants

Participants may, subject to review and approval of the Plan Administrator, borrow from his or her account between a minimum of $1,000 and a maximum equal to the lesser of $50,000 or fifty percent of the account balance. The notes are secured by the balance in the participant’s account and bear interest at 1.5% over the prime rate at the time the note is requested. Notes generally are required to be repaid in five years or less. Principal and interest are repaid ratably through payroll deductions or direct payment, as applicable.

Payment of Benefits

On termination of service due to death, disability or normal retirement, a participant or designated beneficiary may elect to receive either a lump-sum amount equal to the value of the participant’s vested interest in his or her account, or equal or substantially equal annual installments payable over the participant’s life expectancy. Hardship withdrawals are permitted subject to certain conditions and limitations, and in-service withdrawals are allowed after a participant has reached 59½ years of age. For termination of service due to other reasons, a participant will receive only the value of the vested interest in his or her account as a lump-sum distribution.

Forfeitures

For the year ended December 31, 2016, Plan forfeitures totaled $31,192. These accounts will be used to reduce future employer contributions. Also, during the year ended December 2016, employer contributions were reduced by $54,638 from forfeited nonvested accounts.

2.Summary of Significant Accounting Policies

Date of Management’s Review

Subsequent events were evaluated through June 21, 2017, which is the date the financial statements were available to be issued.

Basis of Accounting

The Plan’s financial statements are prepared on the accrual basis of accounting, in accordance with accounting principles generally accepted in the United States of America (“GAAP”).

LANDAUER, INCORPORATED 401(k) RETIREMENT SAVINGS PLAN

Plan Number 003, EIN 06-1218089

NOTES to Financial Statements

December 31, 2016 and 2015

Investment contracts held by a defined contribution plan are required to be reported at fair value, except for fully benefit-responsive investment contracts. Contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the plan.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and changes therein, and disclosures of contingent assets and liabilities. Accordingly, actual results may differ from those estimates.

Investment Valuation and Income Recognition

The Plan’s investments are reported at fair value with the exception of the Guaranteed Interest Account (a fully benefit-responsive group annuity contract discussed in Note 4), which is stated at its contract value in the Statement of Net Assets Available for Benefits at December 31, 2016 and 2015. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Administrative and Retirement Plan Committees determine the Plan’s valuation policies. See Note 3 for discussion of fair value measurements.

Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. Net appreciation (depreciation) in fair value of investments recorded in the Statement of Changes in Net Assets Available for Benefits includes the Plan’s gains and losses on investments bought and sold as well as held during the year.

Notes Receivable from Participants

Notes receivable from participants are measured at their unpaid principal balance plus any accrued but unpaid interest. Interest income is reported on the accrual basis. Related fees are charged directly to the borrowing participant’s account and are included in administrative expenses when incurred. If a participant does not make loan repayments and the Plan Administrator considers the participant loan to be in default, the loan balance is reduced, and the delinquent participant note receivable is recorded as a benefit payment based on the terms of the Plan document. As of December 31, 2016 and 2015, no allowance for credit losses has been recorded.

Payment of Benefits

Benefit payments are recorded when paid.

LANDAUER, INCORPORATED 401(k) RETIREMENT SAVINGS PLAN

Plan Number 003, EIN 06-1218089

NOTES to Financial Statements

December 31, 2016 and 2015

Operating Expenses

Expenses of maintaining the Plan are paid by the Company.

Reclassifications

During 2016, the Plan adopted Financial Accounting Standards Board Accounting Standards Update Number 2015-12 which required that certain 2015 balances be reclassified and related disclosures revised to conform to the 2016 presentation. These reclassifications have no effect on total net assets available for benefits or the net increase or decrease in the statement of changes available for benefits, and no material impact to the Plan’s financial statements and notes to financial statements.

3.FAIR VALUE MEASUREMENTS

The Plan’s investments are reported at fair value in the accompanying Statements of Net Assets Available for Benefits. The methods used to measure fair value may produce an amount that may not be indicative of net realizable value or reflective of future fair values. Furthermore, although the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to measure the fair value of certain financial instruments could result in a different fair value at the reporting date.

The fair value measurement accounting literature establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. This hierarchy consists of three broad levels: Level 1 inputs consist of unadjusted quoted prices in active markets for identical assets and have the highest priority; Level 2 inputs consist of observable inputs other than quoted prices for identical assets; and Level 3 inputs are unobservable and have the lowest priority. The Plan uses appropriate valuation techniques based on the available inputs to measure the fair value of its investments. When available, the Plan measures fair value using Level 1 inputs because they generally provide the most reliable evidence of fair value. Level 2 inputs are only used when Level 1 inputs are not available. Level 3 inputs would only be used if Level 1 or Level 2 inputs were not available. There are no plan assets requiring the use of Level 2 or Level 3 inputs for the periods presented.

Level 1 Fair Value Measurements

The fair value of mutual funds is based on quoted net asset value of the shares held by the Plan at year-end. The fair values of common stocks are based on the closing price reported on the active market where the individual securities are traded.

LANDAUER, INCORPORATED 401(k) RETIREMENT SAVINGS PLAN

Plan Number 003, EIN 06-1218089

NOTES to Financial Statements

December 31, 2016 and 2015

The following tables set forth by level, within the fair value hierarchy, the Plan’s investments at fair value as of December 31, 2016 and 2015:


		Quoted Prices in Active Markets for Identical Assets		Significant Other Observable Inputs		Significant Unobservable Inputs
		(Level 1)		(Level 2)		(Level 3)		Total
December 31, 2016
Landauer, Inc. common stock	$	1,764,308	$	-	$	-	$	1,764,308
Registered investment companies		24,499,567		-		-		24,499,567
Investments, at fair value	$	26,263,875	$	-	$	-	$	26,263,875


		Quoted Prices in Active Markets for Identical Assets		Significant Other Observable Inputs		Significant Unobservable Inputs
		(Level 1)		(Level 2)		(Level 3)		Total
December 31, 2015
Landauer, Inc. common stock	$	1,102,820	$	-	$	-	$	1,102,820
Registered investment companies		22,326,962		-		-		22,326,962
Investments, at fair value	$	23,429,782	$	-	$	-	$	23,429,782

Gains and losses included in net assets available for benefits for the year ended December 31, 2016 are reported in net appreciation (depreciation) in fair value of investments.

The Plan’s policy is to recognize transfers between Levels 1 and 2 and into and out of Level 3 as of the date of the event or change in circumstances that caused the transfer. For the year ended December 31, 2016, there were no transfers between Levels 1 and 2 and no transfers into or out of Level 3.

LANDAUER, INCORPORATED 401(k) RETIREMENT SAVINGS PLAN

Plan Number 003, EIN 06-1218089

NOTES to Financial Statements

December 31, 2016 and 2015

4.GUARANTEED INTEREST ACCOUNT

In 2014, the Plan entered into a fully benefit-responsive group annuity contract with New York Life Insurance Company (“NYL”), referred to as the Guaranteed Interest Account (“GIA”). The contract is designed to be an investment contract.

The group annuity contract provides for a book value record of the amounts deposited to and withdrawn from the GIA. That is, the GIA is at all times equal to the contributions made to the contract plus interest credited, plus dividends, if any, minus expenses withdrawn and minus withdrawals made.

Contributions to the GIA are currently invested in a broadly diversified fixed income portfolio within NYL’s general account. Fixed income investments in the general account are managed by New York Life Investment’s Fixed Income Investors Group. The investments in the general account are intended to provide a stable crediting rate consistent with preservation of principal. The NYL general account is invested primarily in a conservative array of securities and cash-equivalent investments in accordance with the investment restrictions of New York Insurance Law. The primary objective of the general account is to ensure that NYL can meet its obligations to policyholders.

Because the GIA is fully benefit-responsive, contract value is the relevant measurement attribute for that portion of the net assets available for benefits attributable to the guaranteed investment contract. The GIA is presented on the face of the Statement of Net Assets Available for Benefits at contract value.

There are no reserves against contract value for credit risk of the contract issuer or otherwise. The contract value of the GIA at December 31, 2016 and 2015 was $3,250,558 and $2,724,205, respectively. The crediting interest rate is based on a formula agreed upon with the issuer, but may not be less than 1%. Such interest rates are reviewed on a quarterly basis for resetting.

The guaranteed interest account may be terminated by JHTC (“the contract holder”) at any time, by providing thirty days written notice to New York Life. In the event of termination, the contract holder would receive the discontinuance value as of the termination date. The discontinuance value is calculated by subtracting the contributions received 180 days prior to termination date out of the contract value as of the termination date. The remaining value is multiplied by a market value adjustment factor and then the contributions received 180 days prior to termination date are added back to equal the discontinuance value as of termination date.

Certain events may limit the Plan’s ability to transact at contract value with NYL. Such events include the following: (a) amendments to the Plan documents (including complete or partial plan termination or merger with another plan); (b) changes to the Plan’s prohibition on competing investment options or deletion of equity wash provisions; (c) bankruptcy of the Plan sponsor or other events (for example, divestitures or spin-offs of a subsidiary) that cause a significant withdrawal from the Plan; or (d) the failure of the trust to qualify for exemption from federal income taxes or any required prohibited transaction exemption under ERISA. The Plan Administrator does not believe that any events that would limit the Plan’s ability to transact at contract value with Plan participants are probable of occurring.

LANDAUER, INCORPORATED 401(k) RETIREMENT SAVINGS PLAN

Plan Number 003, EIN 06-1218089

NOTES to Financial Statements

December 31, 2016 and 2015

5.RELATED PARTY TRANSACTIONS

Plan assets include investments in Landauer, Inc. common stock. As the Company is the Plan sponsor, transactions involving Landauer, Inc. common stock qualify as party-in-interest transactions. At December 31, 2016 and 2015, the Plan held 36,680 and 33,500 shares of Landauer, Inc. common stock, respectively and received $38,863 in dividends from this stock for the year ended December 31, 2016. These transactions qualify as party-in-interest transactions.

Plan assets include investments in the NYL GIA. The Plan’s Trustee, JHTC, is affiliated with this investment and therefore, transactions involving the NYL GIA qualify as party-in-interest transactions.

The Plan allows participants to borrow from their accounts in the Plan. These transactions qualify as party-in-interest transactions. The value of the notes receivable were $481,275 and $531,317 at December 31, 2016 and 2015, respectively.

All of these party-in-interest transactions are exempt from the prohibited transaction rules of ERISA.

6.Plan AMENDMENT OR Termination

The Company reserves the right to amend or modify the provisions of the Plan at any time. Although the Company expects to continue the Plan indefinitely, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan for any reason, subject to the provisions of ERISA. In the event of plan termination, participants would become 100% vested in all amounts credited to their account, and receive a payment equal to the value of the participant’s account balance at the time of liquidation.

7.Income Tax Status

The Plan is relying on a favorable opinion letter from the IRS dated May 18, 2015, issued to John Hancock Retirement Plan Services LLC, that the Plan and related trust are designed in accordance with applicable sections of the Code. The Plan is not required to file for an individual determination letter in addition to the opinion letter received from the IRS.

GAAP requires the Plan Administrator to evaluate tax positions taken by the Plan and recognize a tax liability for any uncertain position that more likely than not would not be sustained upon examination by the IRS. The Plan is subject to routine audits by tax authorities; however, there are currently no audits for any tax periods in progress. The Plan Administrator believes the Plan is no longer subject to income tax examinations for years prior to 2012.

LANDAUER, INCORPORATED 401(k) RETIREMENT SAVINGS PLAN

Plan Number 003, EIN 06-1218089

NOTES to Financial Statements

December 31, 2016 and 2015

8.RISKS AND UNCERTAINTIES

The Plan provides for various investment options in several types of investment securities and instruments that, in general, are exposed to various risks, such as interest rate, market volatility and credit risks. Due to the level of risks associated with certain investment securities and the sensitivity of certain fair value estimates related to changes in valuation assumptions, it is at least reasonably possible that changes in risks may occur in the near term and such changes could materially affect the value of the participants’ individual account balances, and the amounts reported in the Statements of Net Assets Available for Benefits and in the Statement of Changes in Net Assets Available for Benefits.

LANDAUER, INCOROPORATED 401(k) RETIREMENT SAVINGS PLAN

Plan Number 003, EIN 06-1218089

SCHEDULE h, LINE 4i

SCHEDULE of ASSETS (HELD AT END OF YEAR)

As of December 31, 2016


(a)	(b)	(c)		(d)		(e)
	Identity of Issue	Description of Investment		Cost **		Current Value

		Common Stock
*	Landauer, Inc.		Common stock	n/a	$	1,764,308

		Guaranteed Interest Account
*	New York Life		Guaranteed Interest Account	n/a		3,250,558

		Money Market Fund:
	PIMCO		Money Market Fund	n/a		82,144

		Mutual Funds
	Alger		Capital Appreciation Fund	n/a		2,151,737
	Federated Investors		Total Return Bond Fund	n/a		1,206,323
	Invesco		Equally Weighted S&P 500 Fund	n/a		4,095,221
	Invesco		Comstock Fund	n/a		1,831,201
	JPMorgan		SmartRetirement Income Select Fund	n/a		135,496
	JPMorgan		SmartRetirement 2015 Fund	n/a		139,067
	JPMorgan		SmartRetirement 2020 Fund	n/a		725,580
	JPMorgan		SmartRetirement 2025 Fund	n/a		1,206,977
	JPMorgan		SmartRetirement 2030 Fund	n/a		1,484,205
	JPMorgan		SmartRetirement 2035 Fund	n/a		386,653
	JPMorgan		SmartRetirement 2040 Fund	n/a		1,305,064
	JPMorgan		SmartRetirement 2045 Fund	n/a		792,651
	JPMorgan		SmartRetirement 2050 Fund	n/a		479,349
	JPMorgan		SmartRetirement 2055 Fund	n/a		108,424
	Legg Mason		ClearBridge Mid Cap Core Fund	n/a		1,374,283
	Legg Mason		ClearBridge Appreciation Fund	n/a		656,075
	Legg Mason		ClearBridge Small Cap Growth Fund	n/a		611,489
	Morgan Stanley		Global Strategist Fund	n/a		864,638
	Oppenheimer		Developing Markets Fund	n/a		405,172
	Oppenheimer		International Growth Fund	n/a		1,439,499
	Putnam		American Government Income Fund	n/a		615,432
	Vanguard		Mid Cap Growth Fund	n/a		574,880
	Vanguard		Mid Cap Index Fund	n/a		288,627
	Vanguard		Small Cap Index Fund	n/a		231,230
	Victory		Small Company Opportunity Fund	n/a		495,355
	Victory		Established Value A Fund	n/a		812,795

		Other
*	Plan participants		Notes receivable from participants (interest rates of 4.25% - 5.25%)	n/a		481,275
*	Plan participants		Contributions receivable	n/a		404,055
			Total assets		$	30,399,763


*	Represents a party-in-interest.
**	All investments are participant or beneficiary directed with respect to assets allocated to individual participant accounts and therefore cost presentation is not required.


Exhibit
Number		Description
23		Consent of Independent Registered Public Accounting Firm
99.1		Report on financial statements for the Landauer, Incorporated 401(k) Retirement Savings Plan for the fiscal year ended December 31, 2016


	LANDAUER, INC.


June 22, 2017	By:	/s/ Daniel J. Fujii
		Daniel J. Fujii
		Chief Financial Officer


	Page
Report of Independent Registered Public Accounting Firm		1

Financial Statements:*

Statements of Net Assets Available for Benefits as of December 31, 2016 and 2015		2

Statement of Changes in Net Assets Available For Benefits for the Year Ended December 31, 2016		3

Notes to Financial Statements December 31, 2016 and 2015		4

Supplemental Schedule (included pursuant to Department of Labor’s Rules and Regulations):

Schedule H, Line 4i - Schedule of Assets (Held at End of Year) as of December 31, 2016		13


	2016		2015
ASSETS
Investments:
Investments at fair value	$	26,263,875	$	23,429,782
Investment at contract value		3,250,558		2,724,205
Total investments		29,514,433		26,153,987

Receivables:
Notes receivable from participants		481,275		531,317
Employer contributions		404,055		385,973
Total receivables		885,330		917,290

Total assets		30,399,763		27,071,277

LIABILITIES
Total liabilities		-		-

NET ASSETS AVAILABLE FOR BENEFITS	$	30,399,763	$	27,071,277


ADDITIONS
Investment income:
Interest	$	65,694
Dividends		372,901
Capital gain distributions		256,837
Net appreciation in fair value of investments		1,718,710
Interest from participant loans		23,226
Total investment income		2,437,368

Contributions:
Employer		1,417,426
Participant		2,967,356
Rollovers		252,934
Total contributions		4,637,716

Total additions		7,075,084

DEDUCTIONS
Benefits paid to participants		(2,739,003)
Administrative expenses		(6,203)
Total deductions		(2,745,206)

Net increase prior to transfers		4,329,878
Transfer of assets out of plan		(1,001,392)
Net increase		3,328,486


NET ASSETS AVAILABLE FOR BENEFITS
Beginning of year		27,071,277

End of year	$	30,399,763