Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(d) Appointment of New Director On November 16, 2012, the Company's Board of Directors appointed Michael J. Cavanagh as a director. The appointment is effective as of November 16, 2012. Consistent with the Company's standard compensation arrangements for non-employee directors, which are described in the Company's most recent proxy statement, Mr. Cavanagh will receive a one-time stock grant with a fair market value of $25,000 and a prorated portion of his annual stock retainer and stock appreciation rights grant.