Business Context and Reporting Period
This Form 8-K Current Report was filed by Orion Energy Systems, Inc. on October 28, 2009, regarding corporate governance actions taken at the Company's annual meeting held on that date.
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 board appointments and committee assignments.
Material Changes
The following material changes to the Board of Directors and committee structures were effective immediately:
- Chairman of the Board: Neal R. Verfuerth (current CEO) was appointed Chairman, succeeding Thomas A. Quadracci. Mr. Quadracci remains a director.
- Lead Independent Director: Mark C. Williamson was appointed to this newly created position.
- Compensation: Neither Mr. Verfuerth nor Mr. Williamson will receive additional compensation for these new roles.
Committee Assignments
The Board reorganized its standing committees as follows:
- Audit and Finance Committee: Michael W. Altschaefl (Chair), Thomas A. Quadracci, Mark C. Williamson.
- Compensation Committee: Mark C. Williamson (Chair), Thomas A. Quadracci, Roland G. Stephenson.
- Nominating and Corporate Governance Committee: Thomas A. Quadracci (Chair), Michael W. Altschaefl, Roland G. Stephenson.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for financial guidance, outlook, management commentary on operations, risks, contingencies, or unusual items.
Investor Verification Checklist
- Confirm the effective date of Neal R. Verfuerth's appointment as Chairman.
- Verify the composition of the Audit and Finance Committee to ensure independence requirements are met.
- Review the Company's proxy statement or 10-K for details on the compensation structure for directors, noting that no additional pay was granted for the new titles.
- Check subsequent filings for any further changes to the Board composition or committee charters.