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Communications Systems Inc (JCS.OQ)

JCS.OQ on NASDAQ Stock Exchange Global Market

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14 Dec 2017
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Summary

Name Age Since Current Position

Curtis Sampson

82 2014 Non-Executive Chairman of the Board

Bruce Blackwood

52 2013 President

Scott Fluegge

45 2013 President

Roger Lacey

64 2015 Chief Executive Officer, Vice Chairman of the Board

Mark Fandrich

54 2016 Chief Financial Officer, Vice President

Scott Otis

53 2013 President and General Manager of Transition Networks Inc.

Edwin Freeman

60 2016 Vice President - Corporate Development, Treasurer

Michael Skucius

60 2010 Vice President - Information Technology

Kristin Hlavka

33 2011 Corporate Controller

George Wakileh

49 2009 Vice President of Technology Development, Suttle, Inc.

Luella Goldberg

78 1997 Independent Director

Gerald Pint

75 1997 Independent Director

Richard Primuth

69 2013 Independent Director

Randall Sampson

57 1999 Independent Director

Biographies

Name Description

Curtis Sampson

Mr. Curtis A. Sampson has been appointed as Non-Executive Chairman of the Board of Communications Systems Inc., effective June 4, 2014. He founded the Company in 1969 and has been a director since its inception. He currently serves as Chair of CSI’s Board. He is also Chairman and a director of Canterbury Park Holding Corporation, a public company engaged in pari-mutuel and card club wagering. He is also a Regent of Augsburg College in Minneapolis, Minnesota and a member of the Emeritus Board of Overseers of the University of Minnesota’s Carlson School of Management. Mr. Sampson was CSI’s Chief Executive Officer from 1969 to June 2007, when he retired from full time executive responsibilities. While CEO, in addition to providing leadership to CSI’s operations, Mr. Sampson managed numerous acquisitions and divestitures, including spin offs of two internally developed business units that were subsequently sold in transactions generating an aggregate of approximately $200 million in cash for their shareholders. Over the course of his career, Mr. Sampson has also served on other non-profit boards, telephone industry association boards and private company boards, including service as a director of the following public companies: Hector Communications Corporation (2003 to 2006), Nature Vision, Inc. (2001 to 2009) and North American Communications Corporation (1986 to 1988).

Bruce Blackwood

Mr. Bruce Blackwood is President of Communication Systems, Inc. Mr. Blackwood was appointed Vice President and General Manager of Suttle in December 2007, and was named President and General Manager in September 2013. From July 2001 to November 2007 he served as Suttle’s Vice President of Sales. Prior to July 2001 he was Vice President of Sales for Americable.

Scott Fluegge

Mr. Scott Fluegge is President of Communications Systems, Inc. Mr. Fluegge was appointed Vice President and General Manager of JDL Technologies in December 2011, and was named President and General Manager in September 2013. Prior to this, he was the Vice President of Workload Automation at GSS AMERICA / GSS INFOTECH / INFOSPECTRUM CONSULTING.

Roger Lacey

Mr. Roger H. D. Lacey has been appointed as Chief Executive Officer, Vice Chairman of the Board of the Company. Mr. Lacey has been a director since 2008 and is currently the Company’s Vice Chairman and Chief Executive Officer. Mr. Lacey was Senior Vice President of Strategy and Corporate Development at 3M Corporation from 2009 to his retirement in 2013. He was 3M Corporation’s Chief Strategy Officer and head of Global Mergers and Acquisitions from 2000 to 2013. Mr. Lacey’s career with 3M began in 1975, and from 1989 to 2000 he held various senior positions including serving as Division Vice President of 3M Telecom Division. In addition, Mr. Lacey was a member of the corporate venture capital board for internal and external new venture investments from 2009 to 2013. In addition, he is a Board member of Johnsonville Sausage Corporation, a leading US food company and also a Senior Partner in GCM Capital, a private equity firm. He is a member of the Board of Governors for Opus Business School, University of St. Thomas; a visiting Professor of Strategy and Corporate Development, Huddersfield University; and a founding member of the Innovation Lab at MIT and is a former Vice Chair of Abbott Northwestern Hospital Foundation.

Mark Fandrich

Mr. Mark D. Fandrich is Chief Financial Officer, Vice President of the Company. Mr. Fandrich served as Vice President of Finance for the Company's Suttle business unit since July 2015. From 2005 to 2015, he was Corporate Controller of The Bergquist Company, where he was responsible for consolidated financial reporting, forecasting, general accounting, cost accounting, credit management, tax accounting, internal controls, risk management, and treasury management. From 2000 to 2005, Mr. Fandrich served as Director of Finance of Larex Inc., where he was responsible for forecasting, financial modeling, reporting, product cost development, budgeting, audits, shareholder relations, treasury, risk management, debt financing, IT, and facilities management. From 1984 to 2000, Mr. Fandrich served in finance and accounting roles at several private and public companies and as a tax accountant for Arthur Andersen & Co. He received a BA in Accounting and Business/Management from Concordia College, Moorhead, MN and an MBA in Finance from Metropolitan State University. He is a licensed Certified Public Accountant ("CPA") in the state of Minnesota.

Scott Otis

Mr. Scott Otis has been appointed as President and General Manager of Transition Networks Inc., a subsidiary Company of Communications Systems, Inc., effective September 4, 2013. Mr. Otis most recently served as Vice President, Operations - Professional Services for TE Connectivity, Inc. (formally known as Tyco Electronics) from December 2010 to June 2011. TE Connectivity acquired ADC Telecommunications (ADC) in December 2010, and before this acquisition, Mr. Otis was employed by ADC for almost 30 years in various positions involving increasing levels of responsibility. This included serving as Vice President, Marketing and Business Development – ADC Professional Services from 2005 to 2010, and in various sales, product management, and corporate development roles earlier in his career at ADC.

Edwin Freeman

Mr. Edwin C. Freeman is a Vice President - Corporate Development, Treasurer of the Company. He was Chief Financial Officer, Vice President of Communications Systems Inc. Mr. Freeman was appointed Chief Financial Officer in September 2013. From March 1992 to September 2013, he held management positions within operations and finance at Bro-Tex Co., Inc, a private company that distributes non-woven materials, most recently serving as the Vice President and Chief Financial Officer. Prior to his appointment as Chief Financial Officer, he served as a director of CSI since 1988.

Michael Skucius

Mr. Michael J. Skucius is Vice President - Information Technology of Communications Systems Inc., since January 2010. From July 2007 to December 2009 he served as Vice President and General Manager of JDL. From 1980 to 2007 he was the Company’s Director of Management Information Services.

Kristin Hlavka

Ms. Kristin A. Hlavka is Corporate Controller of Communications Systems, Inc., since May 2011. From July 2008 to April 2011, she served as the Assistant Corporate Controller. Prior to July 2008, she was an auditor for Deloitte and Touche, LLP. She also served as Interim Chief Financial Officer from May 2013 until September 2013.

George Wakileh

Mr. George Wakileh is serves as Suttle’s Global Vice President of Technology and Business Development since 2009. In addition, in June 2014 he was designated as the Company’s Corporate Scientist, with responsibility for developing strategy for and leading technology development throughout the Company. Mr. Wakileh has over 20 years’ experience in telecommunications technology development and strategy.

Luella Goldberg

Ms. Luella Gross Goldberg is Independent Director of Communications Systems Inc., since 1997. She is a member of the Board of Overseers of the University of Minnesota’s Carlson School of Management (1979 to Present), in addition to currently serving on boards of several other educational and non-profit organizations. Over the past 35 years Ms. Goldberg has served on the boards of a number of corporations, including the following public companies: TCF Financial Corporation (1988 to 2012), Hormel Foods Corporation (1993 to 2009), and the Supervisory Board of ING Group based in Amsterdam, Netherlands (2001 to 2008). She also was a Trustee of the University of Minnesota Foundation from 1975 to 2008, including its Chair from 1996 to 1998, and is currently a Life Trustee of the Foundation. She also served as a trustee of Wellesley College from 1978 to 1996, including Chair of the Board from 1985 to 1993. Along with a number of other honors and awards that have recognized her achievements, in 2001 Ms. Goldberg received the Twin Cities Business Monthly’s Lifetime Achievement Award as Outstanding Director.

Gerald Pint

Mr. Gerald D. Pint is an Independent Director of Communications Systems Inc., since 1997. Since 1993, Mr. Pint has provided telecommunications consulting services and served on the boards of three public companies in addition to CSI: Hector Communications Corporation (2003 to 2006), Norstan, Inc. (1982 to 1997) and Inventronics Ltd. (1994 to 2004). From 1959 to 1993, Mr. Pint was employed by 3M Corporation and held various sales and management positions at 3M business units that were engaged in manufacturing and selling electronic and telecommunications products. In particular, from 1976 to 1982, Mr. Pint served as the Division Vice President of 3M’s Telecom Products Division, and from 1982 until his retirement in 1993 he served as Group Vice President of 3M’s Electro Telcom Group. Mr. Pint’s background in and understanding of production and sales of telecommunications and electronics products, as well as his executive level management experience, derived from a 34-year career at 3M Corporation, provide a valuable perspective in the Board’s governance of CSI’s telecommunications and data communications related businesses.

Richard Primuth

Mr. Richard A. Primuth is Independent Director of Communications Systems Inc. He was elected as a director in October 2013 and currently serves as Chair of the Compensation Committee and as a member of the Audit & Finance Committee. For over 40 years, Mr. Primuth has served as an attorney with the Minneapolis law firm of Lindquist & Vennum LLP, specializing in business law. He was a partner in this firm from 1977 until December 2011 when he became Of Counsel to the firm. Mr. Primuth’s business law practice has been heavily focused on representing publicly-held and private corporations, securities offerings, mergers and acquisitions, and other complex business transactions, and he was the Company’s primary outside counsel from 1983 until being elected to the Board. Upon being appointed to the Board, he ceased providing any legal services to the Company. The Board of Directors believes that Mr. Primuth’s significant experience in corporate governance, public offerings and other financings, capital markets, SEC compliance and reporting, mergers and acquisitions, spin offs, complex contract negotiations, and other business law areas, as well as his deep understanding of the Company, its history, markets and products, make him a significant resource as a Company Director.

Randall Sampson

Mr. Randall D. Sampson is an Independent Director of Communications Systems Inc., since 1999. He currently serves as Chair of our Audit & Finance Committee, and also is a member of the Compensation Committee. Mr. R.D. Sampson is the son of C.A. Sampson. Mr. R.D. Sampson is the President and Chief Executive Officer, as well as a member of the Board, of Canterbury Park Holding Corporation (CPHC), positions he has held since 1994. CPHC is a public company based in Shakopee Minnesota that, led by R.D. Sampson, re-launched a failed pari-mutuel race track and stimulated the revival of Minnesota’s horse breeding and training industries. Under his leadership, the Canterbury Park Racetrack has become a unique, family-friendly venue for live horse races and other entertainment, as well as pari-mutuel and card club wagering. Before becoming one of the three co-founders of CPHC in 1994, and after graduating from college with a degree in accounting, Mr. Sampson worked for five years in the audit department of a large public accounting firm where he earned his CPA certification, subsequently gained experience as a controller of a private company, served as a chief financial officer of a public company and managed Sampson family interests in horse breeding and training. The challenging nature of Canterbury Park’s business has demanded from its CEO an entrepreneurial mindset, attention to expense control, continuous innovation in marketing, and attention to the needs of customers, which, along with other qualities, Mr. R.D. Sampson uniquely brings to the governance responsibilities of the CSI Board.