MESA LABORATORIES, INC. (NASDAQ:MLAB) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
ITEM 5.02

DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS

On June 5, 2018, the Compensation Committee of Mesa Laboratories, Inc.’s Board of Directors established the FY19 Performance Share Unit Plan (“FY19 PSP”) whereby it issued 11,385 performance share units (“PSUs”) to various officers and executive staff members. The PSUs represent the right to receive shares of Mesa Laboratories, Inc.’s common stock based on Mesa Laboratories’ achievement of specific performance criteria for revenues growth and adjusted operating income growth compared to defined targets for the three-year period from April 1, 2018 through March 31, 2021, and continued service through June 15, 2021, when the awards will vest. The quantity of shares that will be issued upon vesting will range from 0 percent to 400 percent of the targeted number of shares. If the defined minimum targets are not met, then no shares will vest.

Included in the FY19 PSP are: 5,160 PSUs issued to President and Chief Executive Officer Gary M. Owens; 1,670 PSUs issued to Chief Financial Officer John V. Sakys; and 1,000 PSU’s issued to Senior Vice President of Commercial Operations Gregory T. Dinoia.

Effective June 5, 2018 (retroactively applied to April 1, 2018), Mr. Owens’ annual base salary was increased from $430,000 to $520,000, and his target and maximum incentive plan compensation for the year ending March 31, 2019 was set at $425,000 and $710,000, respectively. In addition, on June 5, 2018, Mr. Owens was awarded 5,160 shares of restricted stock, which vest in three equal installments on September 15, 2018 and each of the two anniversary dates thereafter.

The foregoing description of the FY19 PSP and the related awards does not purport to be complete and is qualified in its entirety by reference to the full text arrangement for the agreements of the awards, which will be attached as an exhibit to a future filing once formally documented.

The foregoing description of the additional restricted stock granted on June 5, 2018 does not purport to be complete and is qualified in its entirety by reference to the full text arrangement for the agreement of the award, which is attached as exhibit 10.1.

10.1 – Form of June 5, 2018 Restricted Stock Award Agreement

MESA LABORATORIES INC /CO Exhibit
EX-10.1 2 ex_116201.htm EXHIBIT 10.1 ex_116201.htm Exhibit 10.1     RESTRICTED STOCK AWARD AGREEMENT   MESA LABORATORIES,…
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About MESA LABORATORIES, INC. (NASDAQ:MLAB)

Mesa Laboratories, Inc. is focused primarily on quality control products and services. The Company operates through four segments: Instruments, Continuous Monitoring, Biological Indicators and Cold Chain. The Instruments Division designs, manufactures and markets quality control instruments and disposable products. Its Biological Indicators Division provides testing services, along with the manufacturing and marketing of biological indicators and distribution of chemical indicators used to assess the effectiveness of sterilization processes. Its Continuous Monitoring Division designs, develops and markets systems, which are used to monitor various environmental parameters. Its Cold Chain Division provides parameter (primarily temperature) monitoring of products in a cold chain. The Company’s brands include DataTrace, DialyGuard, DryCal, Torqo, SureTorque, BGI, Mesa, PCD, Apex, CheckPoint, Mesa and TempTrust.