8-KLeadership Changes

QUEST DIAGNOSTICS INC 8-K Report, Executive Changes (Aug 3, 2015)

Filed August 3, 2015For Securities:DGX

Summary

Quest Diagnostics Incorporated (DGX) filed an 8-K on August 3, 2015, to announce a significant change in its principal accounting officer. Thomas F. Bongiorno will be stepping down from his roles as Vice President, Corporate Controller, and Chief Accounting Officer, effective August 17, 2015. This transition marks the end of Mr. Bongiorno's tenure in these critical financial oversight positions. Following Mr. Bongiorno's departure, Robert A. Klug will assume the roles of Vice President, Controller, and Chief Accounting Officer, also effective August 17, 2015. Mr. Klug brings relevant experience, having served as Assistant Corporate Controller at Quest Diagnostics since 2013 and previously as chief accounting officer at Global Crossing Ltd. The company indicated that Mr. Klug's compensation will be adjusted to align with market medians for similar roles at comparable companies, including increases in base salary, bonus target, and equity awards.

Key Highlights

  • 1Thomas F. Bongiorno is departing from his roles as VP, Corporate Controller, and Chief Accounting Officer, effective August 17, 2015.
  • 2Robert A. Klug will be appointed as the new VP, Controller, and Chief Accounting Officer, also effective August 17, 2015.
  • 3Mr. Klug has prior experience at Quest Diagnostics as Assistant Corporate Controller since June 2013.
  • 4Mr. Klug's previous role was Chief Accounting Officer at Global Crossing Ltd. from 2006 to 2013.
  • 5Quest Diagnostics will adjust Mr. Klug's compensation, including base salary, bonus target, and equity awards, to be competitive with market medians.
  • 6The company may grant Mr. Klug an equity award in connection with his appointment, which will be reported later if granted.
  • 7Mr. Klug will not be considered an executive officer of the company.

Frequently Asked Questions

The 8-K filing states that Thomas F. Bongiorno will cease to serve as Corporate Controller, Chief Accounting Officer, and principal accounting officer. The specific reasons for his departure are not detailed in this filing.

Robert A. Klug has been with Quest Diagnostics as Assistant Corporate Controller since June 2013. Before joining Quest, he served as the Chief Accounting Officer for Global Crossing Ltd. from 2006 to 2013 and held various senior finance roles there. He also has experience with PricewaterhouseCoopers.

In connection with his appointment, Mr. Klug's compensation arrangements will be adjusted. This includes an increase in his base salary, bonus target percentage, and the value of his annual equity award. His total direct compensation will be aligned with the median for corporate controllers at similarly sized U.S. companies.

The Compensation Committee may grant Mr. Klug an equity award in connection with his appointment. Information regarding any such award is not yet available, and the company has stated it will amend this report to disclose any equity award granted.