On February 12, 2019, the Board of Directors received the resignation of Richard C. Pfenniger Jr. from the Board of Directors and its committees effective February 12, 2019.
On February 13, 2019 the Board of Directors of the Corporation appointed Dort A. Cameron III as a director of the Corporation to fill the vacancy and to serve the unexpired term of Mr. Pfenniger.
In addition, Mr. Cameron was granted 100,000 Stock Units (“RSUs”), each representing the initial right to receive, on the settlement date(s), one share of common stock, par value $.01 per share, of the Corporation (the “Common Stock”). Mr. Cameron’s 100,000 RSUs shall vest in 1/3 increments of 33,333, on each of the one year and two year anniversary, and 33,334 on the three year anniversary of the grant date and shall be subject to a three year transfer or sale restriction until the three year anniversary of the grant date.
Mr. Cameron, 74, is currently the managing member of Airlie Enterprises, LLC, a private consulting and principal investments company established in 1995. Mr. Cameron is also the President of the Cameron Family Foundation. Mr. Cameron was a principal of the Investment Manager, a managing director of the General Partner of the Investment Manager and Chief Investment Officer (portfolio manager) of the Airlie Opportunity Fund’s portfolio from 2003 through 2014. Mr. Cameron has over 30 years of investment banking, merchant banking, and investment management experience. His experience encompasses institutional portfolio management, alternative and principal investing, fiduciary oversight, and significant private equity, high yield, and distressed transactions/situations. Mr. Cameron’s professional experience includes a position as the Chairman of the Board of Directors and a majority owner of Entex Information Services, Inc., a computer services company headquartered in Rye Brook, New York (“Entex”). Mr. Cameron was also the General Partner of BMA Limited Partnership, a mezzanine private equity fund, which was the general partner of Investment Limited Partnership (“ILP”), which he co-founded in 1984 with Richard Rainwater of the Bass organization and managed through June of 1996. Mr. Cameron has served as a member of the Board of Directors of First Marblehead Corporation, Greenwich Life Settlements, TLC Beatrice as well as Middlebury College, where he still currently serves, and the Rippowam Cisqua School.
The Corporation believes that Mr. Cameron’s senior management roles in investment banking, merchant banking, and investment management and his other professional experience, each of which have required him to balance the demands of clients, employees and investors, makes him a valuable addition to the Corporation’s Board of Directors.