UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of report (Date of earliest event reported)
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June 11, 2007 |
Safeguard Scientifics, Inc.
(Exact Name of Registrant as Specified in Charter)
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Pennsylvania
(State or Other Jurisdiction
of Incorporation)
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1-5620
(Commission
File Number)
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23-1609753
(IRS Employer
Identification No.) |
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435 Devon Park Drive, Building 800, Wayne, PA
(Address of Principal Executive Offices)
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19087
(Zip Code) |
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Registrants telephone number, including area code
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610-293-0600 |
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
ITEM 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On June 11, 2007, Raymond J. Land commenced employment as Senior Vice President and Chief Financial
Officer of Safeguard Scientifics, Inc. (Registrant) under the terms of an agreement between Mr.
Land and the Registrant dated May 24, 2007 (Agreement). The Agreement and the Registrants press
release announcing Mr. Lands appointment are attached as Exhibits 99.1 and 99.2, respectively to
this Current Report on Form 8-K and incorporated herein by reference. The material terms of Mr.
Lands employment agreement with the Registrant, including without limitation his base salary,
annual incentive, stock option incentives, termination and severance, are set forth in the document
entitled Summary of Compensation Terms Raymond J. Land, which is filed with this Current Report
on Form 8-K as Exhibit 99.3.
Mr. Land, age 62, brings to his role over 15 years experience as a public company chief financial
officer in life sciences related businesses and more than 30 years experience in financial and
general management positions. From 2006 through May 2007, Mr. Land served as Executive Vice
President and Chief Financial Officer of Medcenter Solutions, Inc., a global pharmaceutical
marketing company specializing in online solutions for physicians, patients and sales
representatives. Mr. Land served as Senior Vice President and Chief Financial Officer from 2005 to
2006 of Orchid Cellmark, Inc., a publicly traded DNA profiling company. From 1997 to 2005, Mr.
Land served as Senior Vice President and Chief Financial Officer of Genencor International, Inc., a
biotechnology company. During his tenure with Genencor, Mr. Land led the reconstruction of the
finance function in preparation for Genencors initial public offering in 2000 and helped
orchestrate the sale of the company in 2005. From 1991 to 1996, Mr. Land served as Senior Vice
President, Chief Financial Officer of West Pharmaceutical Services, Inc., a publicly traded global
manufacturer of packing and drug delivery products. His prior experience also includes multiple
financial and managerial roles at Campbell Soup Company from 1981 to 1990 and audit manager at
Coopers & Lybrand (now PricewaterhouseCoopers) from 1972 to 1981. Mr. Land is a director of Anika
Therapeutics, Inc., a publicly traded manufacturer of therapeutic devices.
In accordance with the terms of his consulting agreement dated December 15, 2006, Stephen
Zarrillis service as the Registrants Acting Senior Vice President and Acting Chief Administrative
and Chief Financial Officer ended on June 11, 2007.
ITEM 9.01. Financial Statements and Exhibits
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99.1 |
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Agreement by and between Safeguard Scientifics, Inc. and Raymond J. Land dated
May 24, 2007 |
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99.2 |
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Press release dated June 11, 2007 |
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99.3 |
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Summary of Compensation Terms Raymond J. Land |
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.
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Safeguard Scientifics, Inc.
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Dated: June 11, 2007 |
By: |
STEVEN J. FEDER
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Steven J. Feder |
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Senior Vice President and General Counsel |
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