Neogen Corporation filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits
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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).
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Reflecting the previously announced reorganization of the Company’s operations organization to report into David Naemura in advance of the retirement of Doug Jones, who will be retiring as Chief Operating Officer effective February 28, 2025, David Naemura has been appointed Chief Operating Officer effective January 1, 2025, in addition to his role as Chief Financial Officer.
In connection with his new responsibilities, Mr. Naemura’s compensation has been increased to reflect a base salary of $650,000, an annual incentive cash bonus opportunity equal to 100% of his base salary, and annual long-term incentive equity awards valued at $2.5 million. His increased compensation is effective January 1, 2025, and will be prorated, as applicable, for fiscal 2025.
Mr. Naemura, age 55, joined the Company in November 2022 as Chief Financial Officer. Prior to joining the Company, Mr. Naemura served as the Senior Vice President and Chief Financial Officer of Vontier Corporation from February 2020 until November 2022. Mr. Naemura also served as Chief Financial Officer of Gates Industrial Corporation from March 2015 to January 2020. Additional information regarding Mr. Naemura’s background can be found in the proxy statement filed by the Company with the SEC on September 13, 2024.
To provide further focus on demand generation globally, the Company will be adding a Chief Commercial Officer responsible for Neogen’s commercial organization, including the global sales, marketing, and communications functions.
Following his retirement as Chief Operating Officer, Mr. Jones will continue in a part-time capacity providing transition support to both the operations and commercial organizations, as well as other assistance as needed. Mr. Jones will dedicate a minimum of forty hours per month until December 31, 2025, at a rate of $250/hour. Mr. Jones also will be eligible for a prorated incentive cash performance bonus for the 2025 fiscal year and his long-term incentive equity will continue to vest according to the current schedule during his tenure as an employee.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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.
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NEOGEN CORPORATION |
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Date: |
January 7, 2025 |
By: |
/s/ Amy M. Rocklin |
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Name: Amy M. Rocklin |