Corporate Board Profile
Tech Score: 0/100
Filing Date | Source Excerpt |
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2001-10-31 | The Company has an Audit Committee presently composed of three persons, Messrs. J. Steven Cole, Allan H. Selig and Ronald B. Gordon, who the Board of Directors has determined meet the independence and experience requirements of the New York Stock Exchange. The Audit Committee held four meetings during the fiscal year ended July 31, 2001. The Company has a Compensation Committee and a Stock Option Committee, each presently composed of three persons who are outside directors, Messrs. J. Steven Cole, Allan H. Selig, and Ronald B. Gordon. Mr. Paul Miller, a director and a partner of Sonnenschein Nath & Rosenthal, counsel to the Company, is an alternate member of the Compensation and Stock Option Committees. Each director of the Company who is not also an officer of the Company receives an annual retainer of $10,000 and also receives a fee of $2,000 for each meeting attended in person and $1,000 for each meeting attended by telephone, except that Mr. Richard M. Jaffee, a retired officer of the Company, did not receive an annual retainer or any meeting fees. Mr. Allan H. Selig and Mr. J. Steven Cole each received an additional retainer of $2,500 as compensation for their roles as chairman of the Compensation Committee and the Audit Committee, respectively. |
2002-10-31 | The Company has an Audit Committee presently composed of three persons, Messrs. J. Steven Cole, Allan H. Sellig and Ronald B. Gordon, who the Board of Directors has determined meet the present independence and experience requirements of the New York Stock Exchange. The Audit Committee has the duties and responsibilities set out in the Audit Committee Charter. Those include: appointment of the independent public accountants, review of their independence and of other services provided by them, and of the fees and other arrangements regarding their services; review with the independent accountants and management of the scope of the audit, and of significant financial reporting issues and judgments; review with the independent public accountants and management of the annual audited financial statements and of the quarterly financial statements and press releases; review with the independent public accountants and management of the quality and adequacy of internal controls; and preparation of the report required by the rules of the Securities and Exchange Commission to be included in this proxy statement. The Audit Committee held four meetings during the fiscal year ended July 31, 2002. The Company has a Compensation Committee and a Stock Option Committee, each presently composed of three persons who are outside directors, Messrs. J. Steven Cole, Allan H. Selig, and Ronald B. Gordon. Mr. Paul Miller, a director and a partner of Sonnenschein Nath & Rosenthal, counsel to the Company, is an alternate member of the Compensation and Stock Option Committees. Mr. Miller does not participate in Stock Option Committee actions involving employees subject to Section 16(b) of the Securities Exchange Act of 1934. The Compensation Committee is responsible for reviewing the compensation, including benefits, of the Chief Executive Officer and other executive officers of the Company. The Stock Option Committee is responsible for reviewing the Company's stock option plans and granting stock options to employees, including grants to the executive officers of the Company. The Compensation Committee and the Stock Option Committee generally meet jointly. The Compensation Committee and the Stock Option Committee held three joint meetings during the fiscal year ended July 31, 2002. Each director of the Company who is not also an officer of the Company received an annual retainer of $10,000 and also prior to March 18, 2002, received a fee of $2,000 for each meeting attended in person and $1,000 for each meeting attended by telephone. As of March 18, 2002, meeting fees for Audit Committee meetings only were increased by $500 to $2,500 and $1,500, respectively. Mr. Allan H. Selig and Mr. J. Steven Cole each received an additional retainer of $2,500 as compensation for their roles as chairman of the Compensation Committee and the Audit Committee, respectively. |
2003-10-31 | The Company has an Audit Committee presently composed of three persons, Messrs. J. Steven Cole, Allan H. Selig and Arnold W. Donald, who the Board of Directors has determined meet the present independence and experience requirements of the New York Stock Exchange. Mr. Donald succeeded Ronald B. Gordon as a committee member in December 2002. The Board also has determined that Mr. Cole is an "audit committee financial expert" within the meaning of the rules of the Securities and Exchange Commission and that he meets the accounting or related financial management expertise standard required by the New York Stock Exchange. The Audit Committee has the duties and responsibilities set out in the Audit Committee Charter. Those include: appointment of the independent public accountants, review of their independence and of other services provided by them, and of the fees and other arrangements regarding their services; review with the independent accountants and management of the scope of the audit, and of significant financial reporting issues and judgments; review with the independent public accountants and management of the annual audited financial statements and of the quarterly financial statements and press releases; review with the independent public accountants and management of the quality and adequacy of internal controls; and preparation of the report required by the rules of the Securities and Exchange Commission to be included in this proxy statement. The Audit Committee held five meetings during the fiscal year ended July 31, 2003. The Company has a Compensation Committee, presently composed of three persons who are outside directors, Messrs. J. Steven Cole, Allan H. Selig, and Ronald B. Gordon. Mr. Paul J. Miller, a director and a partner of Sonnenschein Nath & Rosenthal LLP, counsel to the Company, is an alternate member of the Compensation Committee. |
2004-11-01 | J. Steven Cole Age 70 Director since 1981 President, Cole and Associates ... The Board has determined that Messrs. Cole, Donald and Selig are independent from the Company's management within the meaning of the Securities and Exchange Commission's rules and the New York Stock Exchange's Corporate Governance Standards. ... Board Committee Membership and Meetings The members of the Board of Directors as of the date of this Proxy Statement, and the Committees of the Board on which they serve, are indicated below. J. Steven Cole X* X ... * Chairperson. ... Mr. Cole is an "audit committee financial expert" within the meaning of the rules of the Securities and Exchange Commission and that he meets the accounting or related financial management expertise standard required by the New York Stock Exchange. |
2005-10-31 | J. Steven Cole is President of Cole and Associates. He is Chairman of the Audit Committee and serves on the Compensation Committee. He received an annual retainer of $5,000 as Audit Committee Chairman plus $12,500 annual retainer and meeting fees. He was granted 5,000 stock options in fiscal 2005. |
2006-11-03 | J. Steven Cole Age 72 Director since 1981 President, Cole and Associates...Board Committee Membership and Meetings...J. Steven Cole Audit Committee Chairman...Mr. Cole is an audit committee financial expert...Mr. Cole received an annual retainer of $7,500 for his service as chairman of the Audit Committee...No fees are paid for attendance at Executive Committee meetings. |
2007-10-31 | J. Steven Cole Age 73 Director since 1981 President, Cole and Associates... Mr. Cole is chairman of the Audit Committee and member of the Compensation Committee... Total compensation $42,500. |
2008-10-31 | J. Steven Cole Age 74 Director since 1981 President, Cole and Associates... Compensation of Directors table shows total compensation $42,500. |
2009-10-30 | J. Steven Cole Age 75 Director since 1981 President, Cole and Associates ...Mr. Cole received a $10,000 cash retainer as chairman of our Audit Committee...Total $46,500. |
2010-11-05 | Mr. Cole graduated from the University of Wisconsin in 1957. He is chairman of our Audit Committee and received a $10,000 cash retainer as chairman of our Audit Committee. The following table sets forth information about compensation paid to our directors for their service in fiscal 2010. J. Steven Cole: $44,000 total compensation. |
2011-11-07 | J. Steven Cole Age 77 Director since 1981 President, Cole & Associates ...Mr. Cole is also a director of Aculux, Inc. ...Mr. Cole is an "audit committee financial expert" under SEC rules. ...The following table sets forth information about compensation paid to our directors for their service in fiscal 2011. ...J. Steven Cole ...Total compensation $52,000. |
2012-11-07 | Mr. Cole is chairman of our Audit Committee. ... The following table sets forth the current membership of the committees of our Board of Directors. ... J. Steven Cole Audit Committee Chairman, Compensation Committee member. ... Director Compensation Table shows J. Steven Cole received $54,000 in fiscal 2012. |
2013-11-06 | J. Steven Cole Age 79 Director since 1981 President, Cole & Associates ...Mr. Cole is also a director of Aculux, Inc. and Ocularis Inc. ...Mr. Cole's individual qualifications include broad experience in international business and product development. ...Mr. Cole has served in a corporate governance role at another public company and is an "audit committee financial expert" within the meaning of SEC rules. ...The following table sets forth information about compensation paid to our directors for their service in fiscal 2013. ...J. Steven Cole $ 45,000 |
2014-11-05 | J. Steven Cole Age 80 Director since 1981 President, Cole & Associates ...Mr. Cole is also a director of Aculux, Inc., IV Diagnostics, Inc. and Ocularis Inc. ...The following table sets forth the current membership of the committees of our Board of Directors. Name Audit Compensation Executive J. Steven Cole X X ...The following table sets forth information about compensation paid to our directors for their service in fiscal 2014. Director Compensation Table Name Fees Earned or Paid in Cash ($) Stock Awards ($) Option Awards ($) (1) Non-EquityIncentiveCompensation($) Change in Pension Value and Nonqualified Deferred Compensation Earnings ($) (2) All OtherCompensation($) Total ($) J. Steven Cole $42,500 — — — — — $42,500 |
2015-10-28 | J. Steven Cole Age 81 Director since 1981 President, Cole & Associates ...Mr. Cole is also a director of Aculux, Inc., IV Diagnostics, Inc. and Ocularis Inc. ...The following table sets forth the current membership of the committees of our Board of Directors. Name Audit Compensation Executive J. Steven Cole X X ...Director Compensation Table J. Steven Cole Total: $42,500. |
2016-11-01 | J. Steven Cole Age 82 Director since 1981 President, Cole & Associates Mr. Cole graduated from the University of Wisconsin in 1957. After serving as an officer in the United States Army, he received a master’s degree from the American Graduate School for International Business following graduate studies at the University of Michigan. He began his career at Abbott Laboratories in 1962. Later, he joined G.D. Searle and Company, where he became Vice President of the Asian and Canadian Divisions, a position he held until 1986. In 1986, Mr. Cole joined A.H. Robins Company, where he was a senior vice president responsible for all international operations until 1990. In 1990, he joined SAV-A-LIFE Systems, Inc., a firm selling specialty products to the dental and medical professions, where he served as President until 1994 and then Chairman of the Board until 2000. In 1990, Mr. Cole also became president of Cole & Associates, an international consulting firm. Mr. Cole is also a director of Aculux, Inc., IV Diagnostics, Inc. and Ocularis Inc. Mr. Cole’s individual qualifications include broad experience in international business and product development. Mr. Cole’s expertise includes past leadership of various divisions of multi-national corporations with direct responsibility for international operations. In addition, Mr. Cole has served in a corporate governance role at another public company and is an “audit committee financial expert” under SEC rules. He is an accomplished advisor to many companies and organizations, providing leadership in product development, general management and technical development and has contributed to efforts dedicated to reducing trade barriers to global businesses through his active involvement with trade associations. Director Compensation Table Name Fees Earned or Paid in Cash($) Stock Awards($)(1) Option Awards($)(2) Non-EquityIncentiveCompensation($) Change in Pension Value and Nonqualified Deferred Compensation Earnings($)(3) All OtherCompensation($) Total($) J. Steven Cole $ 42,500 — — — — — $ 42,500 |
2017-10-30 | J. Steven Cole Age 83 Director since 1981 President, Cole & Associates ...Mr. Cole is an "audit committee financial expert" under SEC rules. ...Board of Directors Committee Membership and Meetings ...J. Steven Cole serves on Audit and Compensation Committees. ...Director Compensation Table shows total $102,830. |
2018-10-30 | J. Steven Cole Age 84 Director since 1981 President, Cole & Associates Mr. Cole graduated from the University of Wisconsin in 1957. After serving as an officer in the United States Army, he received a master’s degree from the American Graduate School for International Business following graduate studies at the University of Michigan. He began his career at Abbott Laboratories in 1962. Later, he joined G.D. Searle and Company, where he became Vice President of the Asian and Canadian Divisions, a position he held until 1986. In 1986, Mr. Cole joined A.H. Robins Company, where he was a Senior Vice President responsible for all international operations until 1990. In 1990, he joined SAV-A-LIFE Systems, Inc., a firm selling specialty products to the dental and medical professions, where he served as President until 1994 and then Chairman of the Board until 2000. In 1990, Mr. Cole also became President of Cole & Associates, an international consulting firm. Mr. Cole is also a director of Aculux, Inc. and Ocularis Inc. Mr. Cole’s individual qualifications include broad experience in international business and product development. Mr. Cole’s expertise includes past leadership of various divisions of multi-national corporations with direct responsibility for international operations. In addition, Mr. Cole has public company corporate governance experience and is an “audit committee financial expert” under SEC rules. He is an accomplished advisor to many companies and organizations, providing leadership in product development, general management and technical development and has contributed to efforts dedicated to reducing trade barriers to global businesses through his active involvement with trade associations. |
Data sourced from SEC filings. Last updated: 2025-07-01