Rogers Corporation adds two directors to board under agreement with Starboard

Rogers Corporation (ROG) announced that it has entered into an agreement with Starboard Value regarding the composition of Rogers’ board of directors, among other things. Starboard is an investment firm that owns approximately 6.5% of Rogers’ outstanding common stock. Under the terms of the agreement, Rogers has appointed to the Board Anne Roby, former Executive Vice President at Linde plc (LIN), and Armand Lauzon, Jr., former President and Chief Executive Officer at C&D Technologies, as new independent directors. Upon completion of the annual meeting, the board will be composed of nine members, eight of whom are independent. Pursuant to the agreement, Starboard has agreed to withdraw the director nominations it previously submitted to the company and has entered into customary standstill and voting commitments. "We invested in Rogers because of its strong technology portfolio, leading positions in attractive end markets, and significant opportunity to improve both growth and profitability," said Jeff Smith, Chief Executive Officer of Starboard. "After constructive discussions with the Rogers Board, we are excited to have these new directors contribute their deep operating expertise and fresh perspectives in order to help Rogers capitalize on its many opportunities and maximize value for all shareholders."