Summary of LANDAUER INC - Yahoo! Finance

Results of Operations and Financial Condition, Change in Directors or Principal Offi

ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS;
COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS

(e) The Company entered into an Amendment, dated May 1, 2009, to the Employment Agreement of William E. Saxelby, President and Chief Executive Officer of the Company. The Company and Mr. Saxelby are parties to an Employment Agreement dated as of September 28, 2005. The Employment Agreement provides that if Mr. Saxelby is employed by the Company on September 28, 2010 (or if his employment terminates prior to that date under certain circumstances described in the Employment Agreement), he is entitled to receive a supplemental pension under the Company's Supplemental Key Executive Retirement Plan (the "SERP"), calculated as if he had completed 20 years of service with the Company (the "Supplemental SERP Benefit").

The Company, effective March 31, 2009, amended the SERP with respect to Mr. Saxelby to provide that the SERP became a "frozen plan" and that all benefit accruals thereunder ceased as of such date. The Amendment to Mr. Saxelby's Employment Agreement provides that the Supplemental SERP Benefit will be provided under a defined contribution nonqualified deferred compensation plan maintained by the Company (the "NQ Excess Plan") instead of under the SERP. To effectuate this, the Amendment provides that on September 28, 2010 (or an earlier date if his employment terminates prior to that date under the circumstances referenced above under which Mr. Saxelby would have been eligible for the Supplemental SERP Benefit), the Company shall credit $1,323,684 to Mr. Saxelby's account in the NQ Excess Plan. This amount reflects the expected then present value of the Supplemental SERP Benefit. Distribution of the Supplemental SERP Benefit shall be made in the form of a life annuity, subject to terms outlined in the Amendment to the Employment Agreement. The Amendment also provides that Mr. Saxelby's benefit under the SERP shall be cancelled as of the date the Company credits the amount described above to Mr. Saxelby's account in the NQ Excess Plan.

This disclosure is qualified in its entirety by reference to the complete Amendment to the Employment Agreement filed as Exhibit 10.1 to this current report on Form 8-K.