Espey Mfg & Electronics Corp. Announces Board and Officer Changes
Ticker: ESP · Form: 8-K · Filed: Jun 10, 2024 · CIK: 33533
| Field | Detail |
|---|---|
| Company | Espey Mfg & Electronics Corp (ESP) |
| Form Type | 8-K |
| Filed Date | Jun 10, 2024 |
| Risk Level | medium |
| Pages | 2 |
| Reading Time | 3 min |
| Key Dollar Amounts | $300,296 |
| Sentiment | neutral |
Sentiment: neutral
Topics: management-change, board-of-directors, officer-appointment
TL;DR
Espey Mfg & Electronics Corp. shakes up its board and exec team, new faces in charge.
AI Summary
Espey Mfg & Electronics Corp. announced on June 10, 2024, a change in its board of directors, with the election of new directors and the appointment of certain officers. The company also disclosed compensatory arrangements for these officers. The filing does not contain specific dollar amounts or detailed financial statements in this section.
Why It Matters
Changes in a company's board of directors and officer appointments can signal shifts in strategy, management focus, or governance, potentially impacting future performance.
Risk Assessment
Risk Level: medium — Board and officer changes can introduce uncertainty regarding future strategy and leadership effectiveness.
Key Players & Entities
- ESPEY MFG & ELECTRONICS CORP (company) — Registrant
- New York (location) — State of Incorporation
- Saratoga Springs (location) — Principal executive offices city
FAQ
What specific changes were made to the board of directors?
The filing indicates the election of directors and appointment of certain officers, but specific names of newly elected directors or departing members are not detailed in this summary.
Were any new officers appointed?
Yes, the filing mentions the appointment of certain officers as part of the reported events.
What is the nature of the compensatory arrangements disclosed?
The filing states that compensatory arrangements of certain officers are being disclosed, but the specifics of these arrangements are not provided in this summary.
When was this report filed?
This report was filed on June 10, 2024.
What is the company's principal executive office address?
The principal executive offices are located at 233 Ballston Avenue, Saratoga Springs, New York 12866.
Filing Stats: 709 words · 3 min read · ~2 pages · Grade level 10.1 · Accepted 2024-06-10 16:27:07
Key Financial Figures
- $300,296 — ues Mr. O'Neil's current base salary of $300,296, which is subject to annual review (but
Filing Documents
- form8k-32447_esp.htm (8-K) — 25KB
- ex10-13.htm (EX-10.13) — 80KB
- ex99-1.htm (EX-99.1) — 4KB
- image_002.jpg (GRAPHIC) — 4KB
- 0001174947-24-000819.txt ( ) — 342KB
- esp-20240610.xsd (EX-101.SCH) — 3KB
- esp-20240610_def.xml (EX-101.DEF) — 26KB
- esp-20240610_lab.xml (EX-101.LAB) — 34KB
- esp-20240610_pre.xml (EX-101.PRE) — 22KB
- form8k-32447_esp_htm.xml (XML) — 4KB
02. Departure of Directors or Certain Officers;
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On June 6, 2024 the Company entered a new Employment Agreement with David O'Neil, its President and Chief Executive Officer, for a term through December 31, 2026. The term will automatically renew for an additional one year unless either party gives notice at least 120 days prior to that date of an intention not to renew. Mr. O'Neil's Employment Agreement dated January 1, 2022 had expired on December 31, 2023. The new Employment Agreement continues Mr. O'Neil's current base salary of $300,296, which is subject to annual review (but with no decrease) by the Board. In addition, Mr. O'Neil is entitled to an annual performance-based cash bonus comprised of three components, with the maximum amount payable not to exceed his annual base salary. This is unchanged from the prior agreement. The first component is purely discretionary based upon an annual performance assessment and may not exceed 50% of the base salary. The second component is based on the increase in combined sales plus backlog over the average of the prior three fiscal years, times 0.5% (one half of one percent), and may not exceed 50% of base salary. The third component is based on the increase in operating earnings over the average of the prior three fiscal years, times 5% (five percent), and may not exceed 50% of base salary. If Mr. O'Neil is terminated without cause, or if he voluntarily terminates his employment for "good reason", he is entitled to severance pay equal to 9 months of his base salary. If he voluntarily terminates his employment incidental to a "change of control", he is entitled to severance pay equal to 18 months of his base salary.
01. Other Events
Item 8.01. Other Events. On June 6, 2024 the Company issued a press release announcing Mr. O'Neil's new employment agreement, the appointment of a new Assistant Corporate Secretary and the declaration of a dividend. A copy of the press release is attached hereto as Exhibit 99.1.
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. Exhibit 10.13 Executive Employment Agreement with David O'Neil. Exhibit 99.1 Press Release dated June 6, 2024.
SIGNATURES
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. Date: June 10, 2024 ESPEY MFG. & ELECTRONICS CORP. By: /s/ Katrina Sparano Katrina Sparano Principal Financial Officer 2