NEOG Neogen Corporation

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) December 4, 2014

NEOGEN CORPORATION

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code 517-372-9200

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

On December 4, 2014, Neogen Corporation (the “Registrant”) named Richard Calk, Jr. to serve as President and Chief Operating Officer of the Registrant, replacing Stephen K. Snyder, who resigned effective July 31, 2014. The Registrant had previously issued a press release and 8-K in July 2014 announcing Mr. Snyder’s resignation.

Mr. Calk, who will begin employment with the Registrant on December 8, 2014, will receive an annual base salary of $335,000 and is eligible for a bonus of $134,000 per annum. He was awarded 13,000 options to purchase stock on his date of hire at an exercise price equal to the closing price of the stock on that date. He will receive a bonus of $25,000 at the time he acquires a permanent residence in the Lansing area. In addition to these benefits, Mr. Calk is eligible to receive benefits offered to other executive officers of the Registrant. Mr. Calk has a contractual employment arrangement which entitles him to a payment of $20,000 per month for a period not to exceed twelve months if he is terminated without cause during his first twelve months of employment. Once his first twelve months of employment passes, there is no further severance obligation.

There are no arrangements or understandings between Mr. Calk and any other person pursuant to which he was selected as an officer of the Registrant. Mr. Calk is not related to any executive officer or director of the Registrant.

There have been no transactions since June 1, 2014, nor are there any currently proposed transactions, to which the Registrant or any of its subsidiaries was or is to be a party, in which the amount exceeds $120,000 and in which Mr. Calk had, or will have, a direct or indirect material interest that is required to be disclosed pursuant to Section 404(a) of Securities and Exchange Commission Regulation S-K.

A copy of the press release issued by the Registrant to announce the above is attached to this Current Report as Exhibit 99. This press release is being furnished to, as opposed to filed with, the Securities and Exchange Commission.

(d) Exhibits

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.

Exhibit 99.1

FOR IMMEDIATE RELEASE

Neogen Corporation, 517/372-9200

Neogen names COO

LANSING, Mich., Dec. 4, 2014 — Neogen Corporation (NASDAQ: NEOG) announced today that it has named Richard Calk, Jr. as president and chief operating officer. He is expected to assume his responsibilities immediately. Calk replaces Steve Snyder, who resigned in July for personal reasons.

“Richard’s background in operations, sales and marketing management, along with his strategic planning skills, will provide excellent leadership at Neogen as the company continues to grow both domestically and internationally,” said James Herbert, Neogen’s chief executive officer and chairman.

Calk held senior management positions in food ingredient companies such as CP Kelco, Roquette America, and DSM Food Specialties. His experience includes establishing new operations throughout Asia, Europe, North and South America. He has managed the development of a number of new food and agriculture related products. His sales and marketing experience spans from divisional start-ups to major divisions of multi-national corporations with more than $2 billion in revenue.

Calk and his wife Corine will be relocating to Lansing, Mich., from The Woodlands, Texas, where he has been Vice President of Chemicals for Nexeo Solutions.

Neogen Corporation develops and markets products dedicated to food and animal safety. The company’s Food Safety Division markets dehydrated culture media, and diagnostic test kits to detect foodborne bacteria, natural toxins, food allergens, drug residues, plant diseases and sanitation concerns. Neogen’s Animal Safety Division is a leader in the development of animal genomics along with the manufacturing and distribution of a variety of animal healthcare products, including diagnostics, pharmaceuticals, veterinary instruments, wound care and disinfectants.

###

Neogen (NASDAQ:NEOG)
Historical Stock Chart
From Mar 2024 to Apr 2024

Neogen (NASDAQ:NEOG)
Historical Stock Chart
From Apr 2023 to Apr 2024