Comverge (COMV) Adds Three Independent Directors to Board

February 28, 2012 4:25 PM EST
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Comverge, Inc. (Nasdaq: COMV), announced today that they have reached an agreement to add three independent directors to the Comverge Board of Directors.

As part of the agreement, Comverge will immediately appoint three directors nominated by Ardsley, temporarily increasing the size of the Board from 8 to 10 directors. Immediately following the 2012 Annual Meeting scheduled to be held in May, the Board will decrease in size to a total of 9 members. The reconstituted Board will include three new members: David R. Kuzma; James J. Moore; and Rudolf J. Hoefling. Scott Ungerer has decided to step down from the Board, and Joseph O'Donnell has notified the Board that he does not intend to stand for reelection at the company's next shareholder meeting. Also under the terms of the agreement, Mr. Kuzma will join Comverge's Compensation Committee as its Chairman, Mr. Moore will join Comverge's Nominating/Corporate Governance Committee, and Mr. Hoefling will join Comverge's Audit and Nominating/Corporate Governance Committees.

In conjunction with the agreement, Ardsley will withdraw its letter to Comverge of its intention to nominate three individuals for election to the Board at the 2012 Annual Meeting and will vote all of its shares in favor of each of the Board's nominees through the term of the agreement.

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