UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On October 26, 2023, the board of directors (the “Board”) of Transcat, Inc. (the “Company”) increased the size of the Board to ten directors and appointed Dawn DePerrior to the Board, effective immediately. Ms. DePerrior will serve on the Board for a term expiring at the Company’s 2025 annual meeting of shareholders.
Ms. DePerrior was most recently a Managing Director, Advisory Services, for Ernst & Young LLP’s healthcare technology consulting practice, having served in that role from January 2020 until her retirement in June 2022. During her 40-year career, Ms. DePerrior has led all aspects of information technology including business transformation, cyber security, digitization, data, analytics, innovation, mergers and acquisition integration, finance and strategy. Prior to Ernst & Young LLP, Ms. DePerrior led business information technology transformation teams at Constellation Brands, Inc. from 2014 to 2019 and the University of Rochester Medical Center from 2008 to 2014. Ms. DePerrior also serves as a director of Evans Bancorp (NYSE American: EVBN), North Coast Holdings and the Greater Rochester Regional Health Information Organization. Ms. DePerrior was previously the board chair for the Villa of Hope, a Rochester based family services organization, and currently serves on its executive committee.
Ms. DePerrior was not selected to serve on the Board under any arrangement or understanding between her and any other person. The Company is not aware of any transactions with Ms. DePerrior that would require disclosure under Item 404(a) of Regulation S-K.
Ms. DePerrior will participate in the Company’s non-employee director compensation arrangements generally applicable to all of the Company’s non-employee directors. Under the terms of those arrangements, on October 26, 2023, Ms. DePerrior was granted a stock option to purchase 10,000 shares of the Company’s common stock under the Company’s 2021 Stock Incentive Plan. The option vests ratably over five years and has a ten-year term.
SIGNATURES
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.
TRANSCAT, INC. | |||
Dated: October 30, 2023 | By: | /s/ James M. Jenkins | |
James M. Jenkins | |||
Chief Legal and Corporate Development Officer | |||
Cover |
Oct. 26, 2023 |
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Cover [Abstract] | |
Document Type | 8-K |
Amendment Flag | false |
Document Period End Date | Oct. 26, 2023 |
Entity File Number | 000-03905 |
Entity Registrant Name | Transcat, Inc. |
Entity Central Index Key | 0000099302 |
Entity Tax Identification Number | 16-0874418 |
Entity Incorporation, State or Country Code | OH |
Entity Address, Address Line One | 35 Vantage Point Drive |
Entity Address, City or Town | Rochester |
Entity Address, State or Province | NY |
Entity Address, Postal Zip Code | 14624 |
City Area Code | 585 |
Local Phone Number | 352-7777 |
Written Communications | false |
Soliciting Material | false |
Pre-commencement Tender Offer | false |
Pre-commencement Issuer Tender Offer | false |
Title of 12(b) Security | Common Stock, $0.50 par value |
Trading Symbol | TRNS |
Security Exchange Name | NASDAQ |
Entity Emerging Growth Company | false |
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