Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers
On March 8, 2019, David M. Rausch notified Kewaunee Scientific Corporation (the
Company) of his intention to resign from his position as President and Chief Executive Officer of the Company, effective immediately. Mr. Rausch also resigned from his position as a member of the Companys Board of Directors
(the Board of Directors), effective immediately, on March 8, 2019. Mr. Rausch resigned for personal reasons. There were no disagreements between the Company and Mr. Rausch related to his resignation.
Additionally, on March 8, 2019, the Board of Directors appointed Thomas D. Hull III, previously the Companys Vice President, Finance and Chief
Financial Officer, to serve as the Companys President and Chief Executive Officer, effective immediately. Mr. Hull will continue to serve as the Companys Chief Financial Officer and as the Companys principal financial officer
and principal accounting officer pending the conclusion of a search to fill the role of Vice President, Finance and Chief Financial Officer, which search the Company intends to commence promptly. The Board of Directors also appointed Mr. Hull
as a member of the Board of Directors. Mr. Hull will serve as a Class I Director and will stand for
to the Board of Directors at the 2020 Annual Meeting.
Mr. Hull, age 42, joined the Company in November 2015 as Vice President, Finance, Chief Financial Officer, Treasurer and Secretary. Mr. Hull held
several management positions with Ernst & Young, LLP in Pittsburgh, Pennsylvania from 1998 through 2011. From 2011, he served as the Vice President of Finance, Accounting, and Information Technology with ATI Specialty Materials in
Charlotte, North Carolina.
In his role as President and Chief Executive Officer, Mr. Hulls base annual salary will be increased to $350,000,
and he will have a 2019 target award opportunity under the Companys annual incentive bonus plan equal to 60% of his base salary. Mr. Hull also will continue to be eligible to participate in the Companys other benefit programs.
The Company issued a press release on March 11, 2019 regarding these matters. The press release is set forth in its entirety and attached as Exhibit 99.1
to this Form