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Posted 10 August, 2022

LANDEC CORP \CA\ appointed James G. Hall as new CEO

Nasdaq:LNDC appointed new Chief Executive Officer James G. Hall in a 8-K filed on 10 August, 2022.


  Appointment of James G. Hall as Chief Executive Officer and Director  

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Overview of LANDEC CORP \CA\
Industrial Goods • Containers/Packaging
Lifecore Biomedical, Inc. is a contract development and manufacturing organization, which engages in the provision of differentiated capabilities in the development, fill and finish of sterile, injectable-grade pharmaceutical products in syringes and vials. It operates through the following business segments: Lifecore, Curation Foods, and Others. The Lifecore segment focuses on selling products utilizing hyaluronan, a naturally occurring polysaccharide that is widely distributed in the extracellular matrix of connective tissues in both animals and humans, and non-HA products for medical use primarily in the Ophthalmic, Orthopedic and other markets. The Curation Foods segment is focused on innovating and distributing plant-based foods with 100% clean ingredients to retail, club and foodservice channels. The Others segment is Corporate, which includes corporate general and administrative expenses, Non Lifecore and non-Curation Food interest income, interest expense, and income tax expenses. The company was founded by Ray Stewart on October 31, 1986 and is headquartered in Chaska, MN.
Market Cap
$248M
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LANDEC CORP \CA\ by TradingView
Relevant filing section
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.


Departure of Dr. Albert Bolles as Chief Executive Officer and Director


On August 10, 2022 (the "Effective Date"), Dr. Albert Bolles and Landec Corporation (the "Company") entered into a Transition and Separation Agreement (the "Separation Agreement") providing for Dr. Bolles separation from the Company. In accordance with the Separation Agreement, Dr. Bolles resigned as the Company's Chief Executive Officer and as a director of the Board of Directors of the Company (the "Board), effective immediately, to transition to serve as President of Curation Foods, Inc., a wholly owned subsidiary of the Company. 


Under the Separation Agreement, Dr. Bolles will continue to receive his existing salary and continued vesting of Company equity awards that vest based on the passage of time during the period commencing on August 10, 2022 and ending on the earlier of the sale of all or substantially all of the Company's avocado and guacamole business and Dr. Bolles's termination of employment for any reason (such earlier date, the "Separation Date"). The unvested Company performance-based restricted stock units held by Dr. Bolles as of the Separation Date will be forfeited without consideration.


Additionally, pursuant to the terms of the Separation Agreement, subject to Dr. Bolles's execution and non-revocation of a general release of claims, continued service through the Separation Date and continued compliance with certain covenants set forth in the Separation Agreement and his employment agreement with the Company, the Company has agreed to provide Dr. Bolles with the change in control severance payments and benefits provided under his employment agreement with the Company.


The foregoing description of the Separation Agreement is qualified in its entirety by reference to the Separation Agreement, which is filed hereto as Exhibit 10.1, and is incorporated herein by reference.


Appointment of James G. Hall as Chief Executive Officer and Director 


On August 10, 2022, the Board appointed James G. Hall as the Company's Chief Executive Officer and as a director of the Board, succeeding Dr. Albert Bolles, to serve in such capacities until his successor is duly elected and qualified or until his earlier death, resignation or removal.


Mr. Hall has served as Vice President of the Company and President of Lifecore Biomedical, Inc. ("Lifecore"), a wholly owned biomedical subsidiary of the Company, since June 2017. At Lifecore, Mr. Hall served as Vice President and General Manager from July 2013 to June 2017; Vice President of Operations from 2006 to 2013; Director of Manufacturing Operations and Engineering from 2001 to 2006; and the Manager of Engineering and Operations from 1999 to 2001. From 1995 until joining Lifecore in 1999, Mr. Hall was Manager of Pre-Clinical and Clinical supply for Protein Design Labs, a biotechnology company focusing on humanizing monoclonal antibodies. Prior to joining Protein Design Labs in 1995, Mr. Hall held various engineering positions within Lifecore beginning in 1989. Mr. Hall has over 32 years of pharmaceutical and combination product manufacturing and development experience.


There are no (i) family relationships between Mr. Hall and any other director or executive officer of the Company, or with any person selected to become an officer or a director of the Company or (ii) related party transactions with Mr. Hall requiring disclosure pursuant to Item 404 of Regulation S-K.


In connection with Mr. Hall's appointment, Mr. Hall has entered into the Company's standard form of indemnification agreement for its directors and officers. 


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Directors' Intent Not to Stand for Reelection


On August 8, 2022, (i) Andrew Powell, and Catherine A. Sohn, Pharm D. notified the Company that they have each elected not to stand for re-election to serve as directors of the Board at the Company's 2023 annual stockholder meeting (the "2023 Annual Meeting"), and (ii) Deborah Carosella and Tonia Pankopf notified the Company that they each intend to resign as directors of the Board effective as of the 2023 Annual Meeting. Each director's decision was not the result of any disagreement with the Company on any matter relating to the Company's operations, policies or practices.