FARO TECHNOLOGIES, INC. (NASDAQ:FARO) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 8.01 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On December 11, 2017, the Board of Directors of FARO Technologies, Inc. (the “Company”) approved an increase in the size of the Company’s Board of Directors from six directors to eight directors. In connection with the increase in size, Jeffrey A. Graves, Ph.D. was appointed to the Company’s Board of Directors, effective immediately, to serve for a term expiring at the Company’s 2018 annual meeting of shareholders or until his successor is elected and qualified and Yuval Wasserman was appointed to the Company’s Board of Directors, effective immediately, to serve for a term expiring at the Company’s 2019 annual meeting of shareholders or until his successor is elected and qualified. Dr. Graves and Mr. Wasserman were also appointed to each of the Audit Committee, the Operational Audit Committee, the Compensation Committee and the Governance and Nominating Committee of the Company’s Board of Directors.
Dr. Graves has served as President and Chief Executive Officer and a director of MTS Systems Corporation, a leading global supplier of high-performance test systems and sensors, since May 2012. From July 2005 to May 2012, he served as President, Chief Executive Officer and a director of C&D Technologies,Inc., a manufacturer, marketer and distributer of electrical power storage systems for the standby power storage market. Dr. Graves previously served in various executive positions at Kemet Electronics Corporation from 2001 to 2005, including Chief Executive Officer; various leadership positions with General Electric Company’s Power Systems Division and Corporate Research& Development Center from 1995 to 2001; and prior to 1995, various positions of increasing responsibility at Rockwell International Corporation and Howmet Corporation. Dr.Graves has served as a director of Hexcel Corporation and Teleflex Incorporated since 2007.
Mr. Wasserman has served as President and Chief Executive Officer and a director of Advanced Energy Industries, Inc., a leading manufacturer of power conversion products that transform electrical power into various usable forms, since October 2014. Mr.Wasserman previously served as President of Advanced Energy Industries’ Thin Films Business Unit from August 2011 to October 2014 and Executive Vice President and Chief Operating Officer from April 2009 to August 2011. He previously held roles at Advanced Energy Industries of Executive Vice President, Sales, Marketing and Service from October 2007 to April 2009, and Senior Vice President, Sales, Marketing and Service from August 2007 to October 2007. Prior to joining Advanced Energy Industries, Mr. Wasserman served as the President, and later as Chief Executive Officer, of Tevet Process Controls Technologies, Inc., a semiconductor metrology company, from May 2002 to July 2007. Prior to that, he held senior executive and general management positions at Boxer Cross, a metrology company acquired by Applied Materials, Inc., Fusion Systems, a plasma strip company that is a division of Axcelis Technologies, Inc., and AG Associates, a semiconductor capital equipment company focused on rapid thermal processing. Mr. Wasserman started his career at National Semiconductor, Inc., where he held various engineering and management positions. Mr. Wasserman served as a director of Syncroness, Inc. from 2010 to 2017. Mr. Wasserman is a National Association of Corporate Directors (NACD) Governance Fellow.
Dr. Graves and Mr. Wasserman will receive the standard compensation amounts payable to non-employee directors of the Company, as described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on March 31, 2017.
There are no family relationships between either of Dr. Graves or Mr. Wasserman and any director or executive officer of the Company, and neither Dr. Graves nor Mr. Wasserman has any direct or indirect material interest in any transaction required to be disclosed to Item404(a) of Regulation S-K. There are no arrangements between either Dr. Graves or Mr. Wasserman and any other persons to which they were appointed as directors of the Company.
Item 8.01. Other Events.
On December 14, 2017, the Company issued a press release announcing the appointment of Dr. Graves and Mr. Wasserman to the Board of Directors. A copy of the press release announcing the appointment is filed as Exhibit 99.1 hereto and is incorporated herein by reference. The Company is not including the information contained on or available through its website referenced in the press release as part of, or incorporating such information into, this Current Report on Form 8-K.
Item 8.01. Financial Statements and Exhibits.
(d) Exhibits
EXHIBIT INDEX
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Exhibit Number |
Description |
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99.1 |
Press release dated December 14, 2017
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FARO TECHNOLOGIES INC ExhibitEX-99.1 2 faroex99112-14×17.htm EXHIBIT 99.1 Exhibit FARO® Announces Appointment of Two New DirectorsLake Mary,…To view the full exhibit click here
About FARO TECHNOLOGIES, INC. (NASDAQ:FARO)
FARO Technologies, Inc. designs, develops, manufactures, markets and supports software driven, three-dimensional (3-D) measurement, imaging and realization systems. The Company operates in three segments: Americas, Europe/Africa and Asia-Pacific. The Company sells its products through a direct sales force across a number of customers in a range of manufacturing, industrial, architecture, surveying, building construction and law enforcement applications. Its FaroArm, FARO Laser ScanArm, FARO Gage, FARO Laser Tracker, FARO Cobalt Array 3D Imager AMP, and their companion CAM2 software provide for Computer-Aided Design (CAD)-based inspection and/or factory-level statistical process control and surveying. The Company’s FARO Focus3D and FARO Freestyle3D laser scanners, and their companion SCENE, FARO public safety software and FARO 3D software, are utilized for a variety of 3D modeling, documentation and high-density surveying applications.