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
Date of Report (Date of earliest event reported): July 23, 2009
FARO TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
| Florida | 0-20381 | 59-3157093 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
250 Technology Park, Lake Mary, Florida 32746
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (407) 333-9911
N/A
(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 (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | 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. |
(d) On July 23, 2009, the Board of Directors of FARO Technologies, Inc. (the “Company”) elected Lynn Brubaker to serve as a director. The Board of Directors also appointed Ms. Brubaker to serve on the Financial Audit Committee and the Operational Audit Committee. There are no arrangements between Ms. Brubaker and any other person pursuant to which Ms. Brubaker was elected as a director, nor are there any transactions to which the Company was or is a participant and in which Ms. Brubaker has a material interest subject to disclosure under Item 404(a) of Regulation S-K.
Since 2005, Ms. Brubaker has owned an advisory practice focused on strategy, business development, go to market approach, sales and marketing organization and development, customer management, organizational design, manufacturing approach, talent assessment, and executive coaching. From 2000 to 2005, Ms. Brubaker served as Vice President and General Manager of Commercial Aerospace at Honeywell International. She is currently a director of Hexcel, a New York Stock Exchange-listed company providing leading advance materials and technology, The Nordam Group, a private aerospace company in high technology manufacturing and repair, and Graham Partners, a U.S. private equity firm focused on middle market manufacturing companies. Ms. Brubaker also formerly served as a director of Cordiem, an aviation industry consortium formed to handle parts consignment, distribution, and auctions, Wings Club, a nonprofit aviation association, and West Meadows Ditch Company, a private water rights company. Ms. Brubaker received a BA from the University of California Fresno and a MBA from the University of California Los Angeles.
| Item 8.01. | Other Events |
On July 29, 2009, the Company issued a press release announcing the election of Lynn Brubaker to the Company’s Board of Directors. A copy of this press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit |
Description | |
| 99.1 | Press release dated July 29, 2009. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| FARO TECHNOLOGIES, INC. (Registrant) | ||||
| July 29, 2009 | /s/ Keith S. Bair | |||
| By: | Keith S. Bair | |||
| Its: | Senior Vice President and Chief Financial Officer | |||
EXHIBIT INDEX
| Exhibit |
Description | |
| 99.1 | Press release dated July 29, 2009. |
Exhibit 99.1
| NEWS BULLETIN | FARO Technologies Inc. | |
 |
250 Technology Park | |
| Lake Mary, FL 32746 | ||
| The Measure of Success |
For more information contact Nancy Setteducati
nancy.setteducati@FARO.com, 407-333-9911
FARO Names Lynn Brubaker to Board of Directors
LAKE MARY, FL., July 29, 2009 – FARO Technologies, Inc. (NASDAQ: FARO) the world leader in portable computer-aided measurement and imaging hardware and software, announced that it appointed Lynn Brubaker to the Company’s Board of Directors on July 23.
Ms. Brubaker is a seasoned executive with 30 years experience in aviation and aerospace, 13 years of Board experience, and 4 years advising high technology, international, multi industry companies.
Ms. Brubaker’s experience includes four years as a member of the Board of Directors of Hexcel Corporation, a publicly traded (NYSE/PCX: HXL), $ 1.2 billion multi-national company that is a leading manufacturer of advanced structural materials and composite structures used in commercial aerospace, space and defense, electronics and industrial applications. Ms. Brubaker serves on the Compensation Committee and Nominating and Governance Committees of Hexcel.
Ms. Brubaker also serves on the Board of The Nordam Group where she has been a member of the Board since 2005. Nordam is the largest private Aerospace company in high technology manufacturing and repair. She serves on the Nordam Audit Committee and the Nominating and Governance Committee.
Ms. Brubaker is actively involved with Graham Partners (2008 – Present), a U.S. private equity firm focused on middle market manufacturing companies. Ms. Brubaker assists Graham Partners in the growth, cost reduction, and operational aspects of the aerospace companies in their portfolio.
In the past Ms. Brubaker was on the Board of Directors of Cordiem, an aviation industry consortium that handled parts consignment, distribution, and auctions, as well as other Boards.
Ms. Brubaker has an MBA from UCLA and has held leadership roles at Northwest Airlines, McDonnell Douglas Corporation and Allied Signal International.
We are extremely pleased to have someone with Lynn’s background and experience join FARO,” stated Jay Freeland, FARO’s President and CEO. “Her aerospace and industrial background within large global organizations, combined with an entrepreneurial spirit, is a good match to our culture, strategy and growth plans.”
About FARO
FARO develops and markets computer-aided coordinate measurement devices and software. Portable equipment from FARO permits high-precision 3D measurement and comparison of parts and compound structures within production and quality assurance processes. The devices are used for inspecting components and assemblies, production planning, inventory documentation, as well as for investigation and reconstruction of accident sites or crime scenes. They are also employed to generate digital scans of historic sites.
Worldwide, approximately 9,200 customers are operating more than 19,600 installations of FARO’s systems. The Company’s global headquarters is located in Lake Mary, Fla., its European head office in Stuttgart, Germany and its Asia/Pacific head office in Singapore. FARO has branches in Canada, Mexico, Germany, United Kingdom, France, Spain, Italy, Poland, Netherlands, India, China, Singapore, Malaysia, Vietnam, Thailand and Japan.
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