Servotronics board appoints two new independent directors, names non-executive chairman

The Board of Servotronics, Inc. (NYSE American – SVT) announced the appointment of two new independent directors and a non-executive Chairman, as well as the accelerated expiration of the company’s shareholder rights plan.

Evan Wax, Managing Member of one of Servotronics largest shareholders, Wax Asset Management LLC, and retired public company finance and business executive Karen L. Howard have joined the Board as independent directors.

In addition, sitting independent director Christopher M. Marks was appointed Chairman of the Board.

Today’s announcements follow Servotronics previously disclosed appointment of William F. Farrell, Jr. to serve as Chief Executive Officer and a director of the company.

All of these appointments are effective as of April 25, and the Board intends to nominate each of them for election at Servotronics next annual meeting of shareholders as part of a six-person slate that is expected to include incumbents Edward C. Cosgrove, Esq. and Lucion P. Gygax.

The Board has also approved an amendment to the company’s shareholder rights plan to accelerate its expiration date to April 26, 2022, effectively terminating the “poison pill” that had previously been set to expire on October 15, 2022.

“Servotronics recognized, publicly acknowledged and initiated action on the need for governance changes last year. This included announcing a search for a new CEO with advanced manufacturing and aerospace experience and beginning the process of recruiting new independent directors to add diversity and perspective to the Board, We believe these changes will help ensure that the Board is well equipped to represent the interests of all of its common stockholders. Much important work remains to be done, and with the latest additions of highly experienced and proven leaders to our Board and executive team, coupled with other governance changes announced today, we believe the company is well positioned for growth, operational success and shareholder value creation.”

Mr. Marks said.

The company also announced today that Jason T. Bear tendered his resignation as a director, “We thank Jason for his valuable service to Servotronics over the last five years, and particularly for his leadership as Nominating and Corporate Governance Committee Chair through the CEO-search and Board-refreshment process. We wish him the very best as he returns his full professional attention to the marketing business he founded and continues to lead as its CEO.”

Mr. Marks said,

As previously disclosed on December 27, 2021, the Board does not intend to renominate the company’s former Chairman and CEO Kenneth D. Trbovich for election to the Board at the next annual meeting of shareholders.

Independent Director Evan Wax

Mr. Wax, 40, was appointed to the Servotronics Board in April 2022. He is Managing Member of Wax Asset Management LLC in Madison, CT, which has held Servotronics common stock since October 2014 and most recently disclosed beneficial ownership of 158,615 of the company’s shares, or 6.37% of shares outstanding.

Wax Asset Management employs a long-term value based investment strategy. By investing in a concentrated portfolio of equities its goal is to generate capital appreciation and superior risk adjusted returns over time.

Prior to founding Wax Asset Management in 2011, Mr. Wax was Managing Director and Head Trader at Hayground Cove Asset Management where he was also a member of the investment committee and risk committee.

Prior to that, he worked as a Financial Analyst at Goldman Sachs. Mr. Wax graduated from Yale University where he received a B.A. in Economics.

Independent Director Karen L. Howard

Ms. Howard, 59, was appointed to the Servotronics Board in April 2022. She has more than 30 years of professional experience as an advisor to and finance executive with public companies, as well as a proven record of board leadership.
She retired in 2020 after serving for seven years as Executive Vice President of Kei Advisors LLC, an investor relations and business advisory firm serving micro-, small- and mid-cap public company executives and boards across the United States.
Previously, she served for 17 years with Columbus McKinnon Corporation, including as Vice President of Strategic Initiatives, Vice President and Chief Financial Officer, and earlier roles as Treasurer and Controller of the publicly traded global manufacturer of material handling products and solutions.
Prior to that, she was a certified public accountant with Ernst & Young LLP. Ms. Howard serves as a member of the Board of Directors of Highmark Western and Northeastern New York Inc. (formerly HealthNow New York Inc.), a regional health care company with about $3.1 billion in revenue.
She also chairs its audit committee. Active in the Western New York community, Ms. Howard serves on the Niagara University Board of Trustees where she also chairs its investment committee.
She also serves on the Seneca Street Community Development Corp. Board of Directors, as well as the finance council of the Catholic Diocese of Buffalo and its audit and compliance committees. Ms. Howard earned her bachelor’s degree in accounting from Niagara University.

Chairman Christopher M. Marks

Mr. Marks, 57, was appointed Chairman of the Servotronics Board in April 2022 and has served as an independent director of the company since 2016. He has served as Chair of the Audit Committee and member of the Compensation Committee and Nominating and Corporate Governance Committee.
Mr. Marks brings over 25 years of financial planning and analysis experience to the company as well as a background in accounting, corporate law and governance.
He holds a Bachelor of Science Degree in Accountancy from Villanova University, a Master of Business Administration from St. Bonaventure University, and a Juris Doctorate with honors from the State University of New York at Buffalo School of Law.
His extensive experience includes practicing commercial and corporate law at Phillips Lytle, LLP and several years working for the auditing and accounting firm Price Waterhouse in New York City.
Mr. Marks is a member of the financial planning firm Jensen, Marks, Langer & Vance, LLC, where he provides financial planning advice and investment management services.
Also, he is a member and the Chief Compliance Officer of Sterling Investment Counsel, LLC, a registered investment advisor.
Additionally, Mr. Marks is a member of the New York State and Erie County Bar Associations, is a past president of the Buffalo Chapter of the Society of Financial Service Professionals, and has served on various boards and advisory committees for privately held companies, charities, and educational institutions.

Chief Executive Officer and Director William F. Farrell, Jr.

Mr. Farrell, 55, was appointed to serve as Servotronics’ Chief Executive Officer and a member of the company’s Board in April 2022. He joined Servotronics following a more than 30-year career with Western New York-based Moog Inc., where he ran businesses with up to $600 million in annual revenues, 1,400 employees and global facilities, achieved significant sales and operating margin growth, and led successful quality, on-time delivery and safety improvement efforts.
Most recently, he served two years as Site General Manager for Moog’s Aircraft Group, which supports military and commercial aerospace applications. Prior to that, he served five years as Site General Manager for its Industrial Group, supporting markets including flight simulation, oil and gas exploration, power generation and industrials automation.
Earlier in his tenure at Moog, he worked in a variety of other executive and engineering roles for the worldwide designer, manufacturer, and integrator of precision control components and systems, including in its Industrials Group, Space Products Division and Engine Controls Division.
Mr. Farrell holds a B.S. degree in mechanical engineering from the University of Notre Dame and an M.B.A in manufacturing operations management from the State University of New York at Buffalo.
The Board of Directors has determined that each of Ms. Howard, Mr. Wax and Mr. Marks meet the test of “independence” as defined by the NYSE American listing standards.
This article was shared with Prittle Prattle News as a Press Release.
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