Mirion Technologies, Inc 8-K, filed Jun 21, 2023
Mirion Technologies, Inc. (MIR)
8-K
2023-06-21
For: 2023-06-20
View Original
Added on
April 10, 2026
About this 8-K
Mirion Technologies, Inc filed this 8-K on June 21, 2023, reporting on events of June 20, 2023.
Items reported
- Item 1.02: Ended a material agreement
- Item 5.02: Director or officer change, or executive pay
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): June 20, 2023
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Item 5.02(b) Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 20, 2023, Ms. Jyothsna (Jo) Natauri informed the board of directors ("Board") of Mirion Technologies, Inc. (“Mirion”) of her decision to resign as a director of Mirion, effective as of the close of business on June 20, 2023. Ms. Natauri's resignation is in conjunction with her leaving Goldman Sachs. Ms. Natauri was one of two initial directors nominated for election to the Board by GS Sponsor II LLC, a Delaware limited liability company (“Sponsor”), pursuant to that certain Director Nomination Agreement (“GS Director Nomination Agreement”), dated as of October 20, 2021, by and between Mirion and Sponsor, prior to its termination (as described below). Ms. Natauri's resignation from the Board is not due to any disagreement with Mirion or any matter relating to any of Mirion's operations, policies or practices.
Item 1.02. Termination of a Material Definitive Agreement.
On June 20, 2023, Mirion and Sponsor agreed to terminate the GS Director Nomination Agreement with immediate effect.
Sponsor and its affiliates are current Mirion stockholders. Prior to its termination, the GS Director Nomination Agreement provided Sponsor with the right, but not the obligation, to nominate two (2) directors for election to the Board. Sponsor and Mirion agreed to terminate the GS Director Nomination Agreement due to Sponsor determining that it no longer required the right to nominate persons for election to the Board. Mirion will not incur any early termination penalty in connection with the termination of the GS Director Nomination Agreement. Other than Ms. Natauri's decision to resign from the Board (as described above), there are no other changes to the Board in conjunction with the termination of the GS Director Nomination Agreement.
The above description of the GS Director Nomination Agreement does not purport to be complete and is qualified in its entirety by the full text of the GS Director Nomination Agreement, which is included as Exhibit 10.6 to Mirion’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022, which was filed with the Securities and Exchange Commission on February 28, 2023 and is incorporated herein by reference.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: June 21, 2023
Mirion Technologies, Inc.
| By: | /s/ Brian Schopfer | ||||
| Name: | Brian Schopfer | ||||
| Title: | Chief Financial Officer | ||||