Business Context and Reporting Period
This Form 8-K Current Report was filed by Orion Energy Systems, Inc. on April 29, 2009. The filing reports a corporate governance event regarding the appointment of a new director to the Board of Directors.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on a personnel appointment and does not contain financial statements or performance data.
Material Changes
The material change reported is the appointment of Mark C. Williamson as a Class II director of the Company, effective April 29, 2009. His initial term continues until the 2009 annual meeting of shareholders.
- Background: Mr. Williamson is a partner of Putnam Roby Williamson Communications of Madison, Wisconsin, specializing in energy utility matters, infrastructure planning, permitting, and construction.
- Independence: The Board determined Mr. Williamson is independent under Nasdaq Global Market listing standards.
- Committees: He has not yet been appointed to any Board committees.
- Compensation: He will receive compensation consistent with the Company's Non-Employee Director Compensation Plan.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for guidance, outlook, management commentary on financial performance, risks, contingencies, or unusual items. The report confirms there are no arrangements regarding Mr. Williamson's election and no transactions in which the Company is a participant where Mr. Williamson has a material interest.
Investor Verification Checklist
- Verify the press release dated April 30, 2009 (Exhibit 99.1) for additional details on the appointment.
- Confirm Mr. Williamson's specific committee assignments at the next Board meeting.
- Review the Company's Non-Employee Director Compensation Plan to understand the specific compensation structure for the new director.