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):  February 23, 2016

 

 

 

 

 

LANDAUER, INC.

 

 

(Exact Name of Registrant as Specified in its Charter)

 

 

 

 

 

Delaware

1-9788

06-1218089

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

 

 

 

2 Science Road, Glenwood, Illinois

60425

(Address of Principal Executive Offices)

(Zip Code)

 

 

(708) 755-7000

(Registrant's Telephone Number, Including Area Code)

 

Not Applicable

(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):

 

[  ]Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

[  ]Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

[  ]Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

[  ]Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


 

 

 

 

 

Item 5.07

Submission of Matters to a Vote of Security Holders

 

The Annual Meeting of Stockholders (the “Annual Meeting”) of the Company was held on February 18, 2016.  The Company’s stockholders voted on the following four proposals at the Annual Meeting.

 

Proposal One:

 

The stockholders voted to elect Jeffrey A. Bailey, Michael P. Kaminski, Michael T. Leatherman and David E. Meador as directors, each to serve for a term of one year expiring at the 2017 Annual Meeting.  The votes for each were as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

Director

 

For

 

Against

 

Abstain

 

Broker Non-Votes

Jeffrey A. Bailey

 

7,743,747

 

79,628

 

14,554

 

1,026,775

Michael P. Kaminski

 

7,740,778

 

87,066

 

10,085

 

1,026,775

Michael T. Leatherman

 

7,683,818

 

142,144

 

11,967

 

1,026,775

David E. Meador

 

6,558,089

 

1,261,474

 

18,366

 

1,026,775

 

Directors who continued in office for the current year were Robert J. Cronin, William G. Dempsey, Stephen C. Mitchell and Thomas M. White.

 

Proposal Two:

 

The Company’s stockholders ratified the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2016.    The votes were cast as follows:

 

 

 

 

 

 

For

 

Against

 

Abstain

8,826,171

 

20,849

 

17,684

 

Proposal Three:

 

The Company’s stockholders approved, on a non-binding advisory basis, the overall compensation of the Company’s named executive officers as disclosed in the Company’s Proxy Statement for the 2016 Annual Meeting of Stockholders.  The votes were cast as follows:

 

,535,

 

 

 

 

 

 

For

 

Against

 

Abstain

 

Broker Non-Votes

7,738,530

 

85,668

 

13,731

 

1,026,775

 


 

Proposal Four:

 

The Company’s stockholders approved the 2016 Landauer, Inc. Incentive Compensation Plan, which will replace the existing Landauer, Inc. Incentive Compensation Plan.  The votes were cast as follows:

 

,535,

 

 

 

 

 

 

For

 

Against

 

Abstain

 

Broker Non-Votes

7,475,079

 

346,294

 

16,556

 

1,026,775

 

 

 

 

Item 8.01

Other Events

 

At its meeting on February 18, 2016, the Company’s Board of Directors declared a regular quarterly cash dividend of $0.275 per share.  The dividend will be paid on April 4, 2016, to stockholders of record on March 18, 2016.   A copy of the Press Release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

 

 

 

Item 9.01

Financial Statements and Exhibits

 

(d) Exhibits.

 

6

 

 

EXHIBIT NUMBER

 

DESCRIPTION

 

 

 

99.1

 

Press Release dated February 19, 2016

 

 

 

 


 

SIGNATURE

 

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.

 

 

 

 

 

LANDAUER, INC.

 

 

 

 

February 23, 2016

By:

/s/ Daniel J. Fujii

 

 

Daniel J. Fujii

 

 

Chief Financial Officer

 




Exhibit 99.1

 

News Release

 

LANDAUER

For Immediate Release

 

LANDAUER, INC.  DECLARES REGULAR CASH DIVIDEND

 

 

For Further Information Contact:

Michael DeGraff 

Sard Verbinnen & Co 

Phone: 312.895.4734 

Email: mdegraff@sardverb.com 

 

GLENWOOD, Ill.,  February 19, 2016 -- Landauer, Inc. (NYSE: LDR), a recognized leader in personal and environmental radiation measurement and monitoring, outsourced medical physics services and high quality medical consumable accessories, announced that its Board of Directors declared on February 18, 2016, a regular quarterly cash dividend of $0.275 per share.  The dividend will be paid on April 4, 2016, to shareholders of record on March  18, 2016.

 

About Landauer

Landauer is a leading global provider of technical and analytical services to determine occupational and environmental radiation exposure, the leading domestic provider of outsourced medical physics services, as well as a provider of high quality medical accessories used in radiology, radiation therapy, and image guided surgery procedures. For more than 50 years, the Company has provided complete radiation dosimetry services to hospitals, medical and dental offices, universities, national laboratories, nuclear facilities and other industries in which radiation poses a potential threat to employees. Landauer's services include the manufacture of various types of radiation detection monitors, the distribution and collection of the monitors to and from customers, and the analysis and reporting of exposure findings. The Company provides its dosimetry services to approximately 1.8 million individuals globally. In addition, through its Medical Physics segment, the Company provides therapeutic and imaging physics services to the medical physics community. Through its Medical Products segment, the Company provides medical consumable accessories used in radiology, radiation therapy, and image guided surgery procedures. For information about Landauer, please visit our website at http://www.landauer.com.

 

For the latest news releases and other corporate documents on Landauer, Inc., visit

www.landauer.com 

 

-###-

 

Landauer, Inc. 2 Science Road Glenwood, Illinois 60425-1586 Telephone: 708.755.7000 Fax: 708.755.7011  www.landauer.com


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