UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

(RuleRULE 14a-101)

INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No.   )

Check the appropriate box:

Landauer, Inc.

(Name of Registrant as Specified Inin Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

February 2, 2015January 12, 2016

Dear Landauer Stockholder:

On behalf of Landauer, Inc. (the “Company”), we are pleased to invite the stockholders of the Company to attend the Annual Meeting of Stockholders of Landauer, Inc., to be held on March 6, 2015,February 18, 2016, at 10:00 a.m., local time, at 8755 West Higgins Road, Chicago, Illinois.

Fiscal 20142015 was a challenging year for the Company. Under David E. Meador’s leadership as Chairman of the Audit Committee, we worked aggressively to remediate all material control weaknesses identified in the Company’s 2014 Annual Report on Form 10-K. In addition, the Company replaced its financial leadership team by appointing a new Chief Financial Officer and a new Chief Accounting Officer in April 2015. More detail about the Company’s remediation efforts can be found in the Audit Committee Report in the Proxy Statement that this letter accompanies.

Under the leadership of Michael T. Leatherman and Michael P. Kaminski, we maintained focus on critical strategic initiatives and developed our long-term strategy during fiscal 2015. Our core strategy focuses on recurring revenue initiatives of higher margin products and services. We continued to make progress on our growth initiatives, including our next generation digital dosimeter platform, Verifii™ and are well positioned to meet the emerging needs for a broader radiation management solution. We are seeing strong demand for our solutions following the Joint Commission’s new Diagnostic Imaging requirements that became effective for hospitals and ambulatory care centers on July 1, 2015 and we performed belowbelieve this trend will continue to drive further growth opportunities and long-term value for stockholders.

To prepare the organization to fully execute our expectations. The Board has taken significant actionsstrategy, the Company made additional changes in response. We made changes to ourits leadership. Effective October 1, 2015, Michael T. Leatherman stepped down as the Company’s President and Chief Executive Officer and was appointed to the new position of Executive Chairman of the Board. At the same time, Robert J. Cronin was appointed to the new position of Lead Director of the Board of Directors. With the resignation of Mr. Leatherman as President and Chief FinancialExecutive Officer, positions. With regardthe Board of Directors appointed Michael P. Kaminski as the Company’s new President and Chief Executive Officer. In addition, Jeffrey A. Bailey was appointed to the Board in April 2015. Mr. Bailey’s experience in the pharmaceutical industry and knowledge of the opportunities created by the new requirements of the Joint Commission will be beneficial as we execute our corporate governance structure, we adopted majority voting for uncontested director elections and are asking shareholders to approve an amendment to our certificate of incorporation that would begin the process of declassifying our board. With regard to our executive officer compensation program, we made numerous changes, including modifying our incentive plans so that all benefits are now double trigger, clarifying and limiting the circumstances in which we can make adjustments and amendments to performance measures for outstanding performance awards, modifying the treatment of awards upon a termination without cause and enhancing our disclosure.long-term strategy. More detail about all of these changes can be found in the proxy statementProxy Statement that this letter accompanies.

We have continued to improve corporate governance at the Company during fiscal 2015. We declassified the Board of Directors and adopted majority voting for directors in uncontested elections at the 2015 Annual Meeting. In addition, we modified our compensation design for long-term incentive awards by adding a Return on Invested Capital metric that further aligns management’s incentives with stockholder interests.

Your vote at the Annual Meeting is very important. Whether or not you plan to attend the meeting, we urge you to vote either via the Internet, by telephone or by signing and returning a proxy card. Please vote as soon as possible so that your shares will be represented.

Thank you for your continued support of Landauer.

Sincerely,

Michael T. Leatherman

Executive Chairman of the Board of Directors

Michael P. Kaminski

President and Chief Executive Officer

Robert J. Cronin

Chairman of the Board of Directors

TABLE OF CONTENTS

LANDAUER, INC.

2 SCIENCE ROAD,

GLENWOOD, ILLINOIS 60425-1586

TELEPHONE (708) 755-7000

NOTICE

OF ANNUAL MEETING OF STOCKHOLDERS

Notice is hereby given that the Annual Meeting of Stockholders of Landauer, Inc. will be held at 8755 West Higgins Road, Chicago, Illinois, at 10:00 a.m., local time, on Friday, March 6, 2015Thursday, February 18, 2016 for the following purposes:

Only stockholders of record at the close of business on February 2,December 31, 2015 are entitled to notice of and to vote at the meeting.

IT IS IMPORTANT THAT YOUR SHARES BE REPRESENTED AT THE MEETING. WHETHER OR NOT YOU EXPECT TO ATTEND THE MEETING, THE COMPANY STRONGLY URGES YOU TO VOTE VIA THE INTERNET, TELEPHONE, OR REQUESTCOMPLETING AND RETURNING A PAPER PROXY CARD TO COMPLETE AND RETURN BY MAIL. IF YOU ATTEND THE MEETING AND VOTE IN PERSON, YOUR PROXY WILL NOT BE USED.

MARK A. ZORKO

DANIEL J. FUJII

InterimVice President, Chief Financial Officer and Secretary

February 2, 2015January 12, 2016

REVIEW YOUR PROXY STATEMENT AND VOTE IN ONE OF FOUR WAYS:
		VIA THE INTERNET Visit the web site listed on your proxy card				BY MAIL Sign, date and return your proxy card in the enclosed envelope
		BY TELEPHONE Call the telephone number on your proxy card				IN PERSON Attend the Annual Meeting in Chicago, Illinois

Important Notice Regarding the Availability of Proxy Materials for the ShareholderStockholder Meeting to Be Held on March 6, 2015.February 18, 2016.Our Proxy Statement and the Landauer, Inc. 2015 Annual Report for 2014on Form 10-K are available online atwww.proxyvote.com or at our investor relations website.

GENERAL INFORMATIONPROXY STATEMENT SUMMARY

ANNUAL MEETING INFORMATION

We are providing this proxy statementProxy Statement to you in connection with the solicitation of proxies by the Board of Directors of Landauer, Inc. for the 2014 Annual Meeting of Stockholders and for any adjournment or postponement of the meeting (the “Annual Meeting”). We expect to begin mailing our proxy materials on or about February 4, 2015.January 12, 2016.

Time and Place: We are holding the Annual Meeting at 10:00 a.m. Central Standard Time on Friday, March 6, 2015,Thursday, February 18, 2016, at Landauer Inc., 8755 West Higgins Road, Chicago, Illinois.

Attendance Requirements: You may attend the Annual Meeting and vote in person even if you have returned a proxy in writing, by telephone or through the Internet.

Street-Name Holders: If you hold shares in a bank or brokerage account (known as shares held in “street name”), you must obtain a valid “legal proxy,” executed in your favor from the holder of record, if you wish to vote these shares at the meeting.

Matters for Stockholder Voting

At this year’s Annual Meeting, we are asking our stockholders to vote on the following matters:

How to View Proxy Materials Online

Our Proxy Statement and the Landauer, Inc. Annual Report for 2014 are available online atwww.proxyvote.com.

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APPROXIMATE DATE OF NOTICE: FEBRUARY 2, 2015JANUARY 12, 2016

INFORMATION CONCERNING THE PROXY SOLICITATION

This proxy is solicited by the Board of Directors of Landauer, Inc. (the “Company”, “we”, “our”, “us” or “Landauer”) on behalf of the Company for use at its Annual Meeting of Stockholders (the “Annual Meeting”) to be held on Friday, March 6, 2015Thursday, February 18, 2016 at 8755 West Higgins Road, Chicago, Illinois, at 10:00 a.m., local time, or any adjournments or postponements thereof. You may revoke your proxy at any time prior to it being voted by giving written notice to the Corporate Secretary of Landauer, by submission of a later dated proxy or by voting in person at the meeting. The costs of solicitation will be paid by Landauer. Solicitations may be made by the officers and employees of Landauer personally or by telephone.

On or around February 4, 2015,January 12, 2016, the Company will mail to its stockholders, other than those who previously requested electronic or paper delivery, proxy materials including the Proxy Statement and 20142015 Annual Report on Form 10-K. The proxy card included with the materials instructs you as to how you may vote your proxy on the Internet or by telephone.

The SEC’s rules of the U.S. Securities and Exchange Commission (the “SEC”) permit the Company to deliver a single set of Annual Meeting materials to one address shared by two or more of the Company’s stockholders. This delivery method is referred to as “householding” and can result in significant cost savings. To take advantage of this opportunity, Landauer has delivered only one set of Annual Meeting materials to multiple stockholders who share an address, unless the Company received contrary instructions from the impacted stockholders prior to the mailing date. Landauer agrees to deliver promptly, upon written or oral request, a separate copy of the Annual Meeting materials, as requested, to any stockholder at the shared address to which a single copy of those documents was delivered. If you prefer to receive separate copies of the Annual Meeting materials, contact Broadridge, Householding Department, at 51 Mercedes Way, Edgewood, NY 11717, or by telephone at 800-542-1061. If you are currently a stockholder sharing an address with another stockholder and wish to receive only one copy of future Annual Meeting materials for your household, please contact Broadridge at the above phone number or address.

On January 29,December 31, 2015, Landauer had outstanding 9,560,6749,581,743 shares of Common Stock, which is its only class of voting stock, held of record by 246232 holders. Only stockholders of record at the close of business on February 2,December 31, 2015 will be entitled to receive notice of and to vote at the meeting and any adjournments or postponements thereof. With respect to all matters that will come before the meeting, each stockholder may cast one vote for each share registered in his or her name on the record date.

The shares represented by every proxy received will be voted, and where a choice has been specified, the shares will be voted in accordance with the specification so made. If no choice has been specified on athe proxy that has been signed and returned, the shares will be voted FOR the election of the nominees as directors, FOR the ratification of the appointment of PricewaterhouseCoopersBDO USA, LLP (“BDO”), as the independent registered public accounting firm, FOR the approval of an amendment to the Company’s Certificate of Incorporation, as amended (the “Certificate”), to declassify the Board of Directors,our compensation for named executive officers and FOR the approval of by non-binding advisory vote, executive compensation. the 2016 Landauer, Inc. Incentive Compensation Plan.

The proxy also gives authority to the proxies to vote the shares at their discretion on any other matter presented at the meeting. If a proxy indicates that all or a portion of the shares represented by such proxy are not being voted with respect to a particular proposal, such non-voted shares will not be considered present and entitled to vote on such proposal, although such shares may be considered present and entitled to vote on other proposals and will count for the purpose of determining the presence of a quorum. An abstention with respect to a proposal has the effect of a vote against a proposal. “Brokerproposal, other than with respect to the proposal to elect directors. Abstentions will have no effect on the proposal to elect directors.

“Broker non-votes” are counted toward the quorum requirement but they do not affect the determination of whether a matter is approved. A broker non-vote occurs when a broker cannot vote on a matter because the broker has not received instructions from the

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beneficial owner and lacks discretionary voting authority with respect to that matter. It is expected that brokers will lack discretionary voting authority with respect to the election of nominees as directors, the approval of an amendment to the Certificate to declassify the Board of Directors,our compensation program for named executive officers and the proposal relating to the approval by non-binding advisory vote, of the performance measures under the Company’s incentive compensation plan,2016 Landauer, Inc. Incentive Compensation Plan, but will not lack discretionary voting authority with respect to the proposal regarding ratification of the independent registered public accounting firm at the Annual Meeting.

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Beneficial Ownership of Common Stock    

BENEFICIAL OWNERSHIP OF COMMON STOCK

The following table provides information as of January 29,December 31, 2015 concerning beneficial ownership of Common Stock by each person known by Landauer to own beneficially more than 5% of the outstanding shares of Common Stock, each director, each director nominee, each executive officer named under the caption “Executive Compensation” and all directors and executive officers as a group. Unless otherwise noted, the listed persons have sole voting and dispositive powers with respect to shares held in their names, subject to community property laws, if applicable. Percentage ownership is based on an aggregate 9,560,6749,581,743 shares of Common Stock outstanding on January 29,December 31, 2015. Unless otherwise noted, the address of each beneficial owner is c/o Landauer, Inc., 2 Science Road, Glenwood, Illinois60425-1586.

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SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section 16(a) of the Securities Exchange Act of 1934 requires Landauer’s officers and directors and persons who beneficially own more than ten percent of Landauer’s Common Stock (“Reporting Persons”) to file reports of beneficial ownership and changes in such ownership with the SEC. Reporting Persons are required by SEC regulation to furnish Landauer with copies of all Section 16(a) reports they file and Landauer is required to post such reports on its website,http://www.landauer.com.

Based solely on a review of the Forms 3, 4 and 5 filings received from, or filed by Landauer on behalf of, Reporting Persons since the beginning of fiscal 2014, Landauer2015, the Company believes that all Section 16(a) filing requirements were met during fiscal 2014.2015.

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ELECTION OF DIRECTORS

Members of Landauer’s Board of Directors are divided into three classes serving staggered three-year terms, with a total of nine directors authorized. No director will stand for election after their 72^nd birthday. The terms of two of the six current directors expire at the Annual Meeting. The two directors, Stephen C. Mitchell and Thomas M. White, are Landauer’s nominees for re-election to a three-year term.

Landauer’s by-laws provide that nominations for directorships by stockholders only may be made pursuant to written notice received at the Company’s principal office not less than 90, and not more than 120, calendar days prior to the first anniversary of the preceding year’s annual meeting. No such nominations were received for the meeting as of November 22, 2014.

In December 2014, Landauer’s Board of Directors approved an amendment to the Company’s by-laws to change the election of directors to the Board in uncontested elections from plurality to majority voting. Only directors that receive a majority of the votes cast “FOR” their election will be elected. Accordingly, abstentionsAbstentions and broker non-votes with respect to the election of directors will not affect the outcome of the election of directors. In the event that an incumbent director is not re-elected, the Company’sGovernance and Nominating Standardsrequire that director to tender his or her resignation for consideration by the Governance and Nominating Committee. The Governance and Nominating Committee will recommend to the Board of Directors whether to accept or reject the resignation, or whether other action should be taken. The Board of Directors will act on the resignation and publicly disclose its decision regarding the resignation and the rationale behind the decision within 90 days following certification of the election results.

At the Annual Meeting of Stockholders of the Company held on March 6, 2015, the Company’s stockholders approved an amendment to the Certificate of Incorporation of the Company to declassify the Board of Directors. The terms of four of the eight current directors expire at the Annual Meeting. These directors, Jeffrey A. Bailey, Michael P. Kaminski, Michael T. Leatherman and David E. Meador, are Landauer’s nominees for re-election to a one-year term each.

Effective April 15, 2015, the Board of Directors appointed Jeffrey A. Bailey as an independent director of the Board, increasing the size of the Board to seven individuals. Mr. Bailey was recommended as a nominee by an outside search firm, which had been retained by the Governance and Nominating Committee to assist it in identifying possible director candidates. On August 25, 2015, the Board of Directors appointed Michael P. Kaminski as the Company’s President and Chief Executive Officer, and as a member of the Board of Directors, with both appointments effective on October 1, 2015. In connection with the appointment of Mr. Kaminski as a member of the Board of Directors, the Board approved the increase in the size of the Board from seven to eight effective October 1, 2015.

Landauer’s by-laws provide that nominations for directorships by stockholders only may be made pursuant to written notice received at the Company’s principal office not less than 90, and not more than 120, calendar days prior to the first anniversary of the preceding year’s annual meeting. No such nominations were received for the meeting as of this year’s deadline.

Proxies may not be voted for a greater number of persons than the twofour named nominees. If a nominee should become unavailable for election, the persons voting the accompanying proxy may at their discretion vote for a substitute.

Certain information as to the twofour nominees for re-election at the Annual Meeting and each other person whose term of office as a director will continue after the meeting is set forth below. Certain individual qualifications, experiences and skills of the directors that contribute to the Board of Directors’ effectiveness as a whole are also described below. The nominees

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DIRECTOR NOMINEES:

Jeffrey A. Bailey, age 53, has been a director since April 2015. Since January 2013 through September 2015, Mr. Bailey served as President and Chief Executive Officer and a Director of Lantheus Medical Imaging, Inc., a global leader in providing diagnostic imaging agents, primarily used for re-electionthe diagnosis of cardiovascular diseases. From August 2011 to December 2012, Mr. Bailey was Chief Operating Officer of Fougera Pharmaceuticals (formerly Nycomed US), a company that develops, manufactures and markets specialty topical and dermatology medicines. From August 2010 to July 2011, he was Chief Commercial Officer of King-Pfizer Pharmaceuticals, a diversified specialty pharmaceutical discovery and clinical development company, and from 2008 to 2010, Mr. Bailey was President and General Manager of Novartis NorthWest Operating Unit. From 1984 to 2006, Mr. Bailey held various executive, commercial and manufacturing roles within the Johnson & Johnson family of companies. Mr. Bailey serves on the Audit and Compensation Committees.

Qualifications: Mr. Bailey’s extensive experience in the pharmaceutical industry combined with a broad range of functional leadership experience provides valuable insight for the Company as to the issues and opportunities created by the Joint Commission’s new Diagnostic Imaging Services Requirements associated with the safe delivery of diagnostic imaging services. He also has strong functional experience in manufacturing, supply chain, operations, financial management, and sales and marketing.

Current Directorships: Director of Neurovance, Inc. and ImaginAb Inc.

Former Directorships:Director of Lantheus Medical Imaging, Inc.

Michael P. Kaminski, age 55, has been the Company’s President and Chief Executive Officer, and a member of the Board of Directors, since October 2015. Mr. Kaminski joined the Company in April 2013 as President, Radiation Measurement. He was President and Chief Executive Officer of Stereotaxis, Inc., a healthcare technology company specializing in the development of robotic cardiology instrument navigation systems, since 2009 and held other senior positions there since 2002. Prior to joining Stereotaxis, Mr. Kaminski spent nearly 20 years with Hill-Rom Company (Hillenbrand Industries), where he held several senior level positions. Mr. Kaminski earned a Bachelor of Science in marketing from Indiana University and an MBA from Xavier University.

Qualifications: Mr. Kaminski has extensive experience as a senior executive with a deep understanding of the Company’s business and its customers, successfully driving innovation and market development and implementing lean processes. His in-depth knowledge of our corporate strategy and management team resulting from his leadership position at the meeting areour company, along with his management abilities and experience and his extensive knowledge of our industry gained from other senior executive roles, qualify Mr. MitchellKaminski to serve as a member of our Board of Directors.

Current Directorships: None

Former Directorships: From 2008 to 2013, Director of Stereotaxis, Inc.; and Mr. White.Director of two non-profit organizations.

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DIRECTOR NOMINEES:Michael T. Leatherman

Since 2001, President, Knight Group LLC,, age 62, has been a privately held firm providing services for the start-up and management of new ventures. Since 1995, Vice Chairman and Director, Knight Facilities Management, a company providing outsourcing of facilities management services for industrial and commercial clients worldwide. Until 2001, President, Chief Operating Officer and Director, Lester B. Knight & Associates, Inc., a company involved in the planning, design and construction of advanced technology research and development and manufacturing facilities.

Qualifications:director since 2008. Effective October 2015, Mr. Mitchell’s extensive leadership experience in various companies of diverse industry and size provides experience in operational and strategic leadership. He also has considerable corporate governance experience through years of service on other public company boards.

Current Directorships: None

Former Directorships: Mr. Mitchell completed his service as a Director of Apogee Enterprises, Inc., a manufacturer of glass products for the construction and art framing markets on June 21, 2014.

Age: 71

Director Since: 2005

Expiration of Current Term: 2015

Since 2007, Operating Partner for Apollo Management L.P., a private equity firm. During 2013 and 2014, Interim Chief Operating Officer of CEVA Logistics, an Apollo owned entity in the Netherlands, which provides contract logistics and freight forwarding services. During 2011 and 2012, Chief Financial Officer of Constellium, an Apollo owned entity in France, which produces aluminum products. During 2009 and 2010, Chief Financial Officer of SkyLink Aviation, Inc., an Apollo owned entity in Canada, which provides air charter logistics services. From 2002 to 2007, Chief Financial Officer of Hub Group, Inc., a NASDAQ listed company which provides logistics services. Prior to joining Hub Group, Mr. WhiteLeatherman was an audit partner with Arthur Andersen, which he joined in 1979. Mr. White is a Certified Public Accountant.

Qualifications: Mr. White’s extensive experience as a senior executive of global companies provides in-depth knowledge in global operations, finance, international business and strategic planning. In addition, he brings financial acumen to Board discussions by virtue of his background as a Chief Financial Officer.

Current Directorships: Director of CEVA Group, PLC.

Former Directorships: Director of Quality Distribution, Inc, a NASDAQ listed company; Director of EVERTEC, Inc., a NASDAQ listed company; Director of FTD, Inc., a NYSE listed company and Director of SkyLink Aviation, Inc.

Age: 57

Director Since: 2004

Expiration of Current Term: 2015

Directors Continuing in Office:

Member of the (1) Audit Committee, (2) Compensation Committee, (3) Governance and Nominating Committee

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Since 2001, Managing Partner, The Open Approach LLC, a provider of consulting services and investment bankingappointed to the printing industry. From November 2005 to April 2006, Chairman and Chiefrole of Executive Officer, York Label, Inc., a supplier of pressure-sensitive labels and related systems. Until January 2000, Chairman of the Board and Chief Executive Officer of Wallace Computer Services; previously President, Chief Executive Officer and Director; now retired. Wallace Computer Services is a provider of information management products, services and solutions.

Qualifications: Mr. Cronin’s experience as a Chairman and Chief Executive Officer at two companies provides valuable insight for the Company as to the issues and opportunities facing the Company, as well as experience in strategic planning and leadership of complex organizations. He also has considerable corporate governance experience through years of service in leadership positions with various public companies.

Current Directorships: Director of various privately held corporations.

Former Directorships: None

Age: 70

Director Since: 1997

Expiration of Current Term: 2017

Since 2007, retired and has been serving as Director of various public and private companies. From 1982 to 2007, various senior leadership positions with Abbott Laboratories including Executive Vice President, Global Pharmaceuticals from 2006 to 2007. Abbott Laboratories was a global, broad-based health care company devoted to discovering new medicines, new technologies and new ways to manage health. From 1977 to 1982, various positions with Sciaky Bros., a manufacturer of high tech electron beam, laser welding and heat treating systems.

Qualifications: Mr. Dempsey’s extensive experience as a senior executive with a global pharmaceutical company provides a wealth of health care experience in global healthcare markets including pharmaceuticals, nutrition and medical devices. Mr. Dempsey’s leadership experience provides expertise in strategy, marketing, international operations, manufacturing and managing research and development organizations.

Current Directorships: Director of Hospira, Inc.; and Director of Hill-Rom Holdings, Inc. Mr. Dempsey also serves on the Salvation Army Advisory Board in Chicago and is a memberDirectors of the Board of Trustees of the Guadalupe Center in Immokalee, Florida.

Former Directorships: Director of MDS Inc.; Director of Nordion, Inc.; and Director of TYRX, Inc.

Age: 63

Director Since: 2008

Expiration of Current Term: 2017

Member of the (1) Audit Committee, (2) Compensation Committee, (3) Governance and Nominating Committee

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SinceCompany. From December 2014 through September 2015, Mr. Leatherman served as President and Chief Executive Officer of Landauer, Inc. From September 2014 through December 2014, Mr. Leatherman was our Interim President and Chief Executive Officer, of Landauer, Inc. Fromand from September 2011 through December 2011, he was Interim Chief Financial Officer Landauer, Inc.of the Company. Since 2000, Mr. Leatherman has served as an Independent Consultant primarily to the information technology industry. From 1990 to 2000, Mr. Leatherman held various senior leadership positions with Wallace Computer Services including Executive Vice President, Chief Information Officer and Chief Financial Officer from 1998 to 2000. From 1984 to 1990, Mr. Leatherman was Chief Executive Officer of FSC Paper Corporation, a subsidiary of Smorgon Consolidated Industries. Mr. Leatherman is a Certified Public Accountant.

Qualifications: Mr. Leatherman’s extensive experience as a senior executive with a wealth of information technology knowledge provides expertise in information systems strategy and project implementation, as well as expertise in general operational and strategic leadership. In addition, he brings financial acumen to Board discussions by virtue of his background as a Chief Financial Officer.

Current Directorships: None

Former Directorships: From 2006 to 2009, Director of Nashua Corporation, which was acquired by Cenveo, Inc.;, a NYSE listed company; and Director of a non-profit organization providing continuous care retirement services.

Age: 61

Director Since: 2008

Expiration of Current Term: 2016

, age 58, has been a director since 2008. Since 2014, Mr. Meador has served as Vice Chairman and Chief Administrative Officer, DTE Energy. FromSince 2001, to 2014,Mr. Meador served as Executive Vice President and Chief Financial Officer, DTE Energy. From 1997 to 2001, Mr. Meador was Vice President and Controller, DTE Energy. DTE Energy provides safe, reliable electric and natural gas services to Michigan businesses and homes and has energy related businesses and services nationwide. From 1983 to 1997, Mr. Meador served in a variety of financial and accounting positions at Chrysler Corporation. Mr. Meador began his professional career with Coopers and Lybrand and is a Certified Public Accountant. Mr. Meador serves on the Governance and Nominating Committee and is Chairman of the Audit Committee.

Qualifications: Mr. Meador’s experience as a senior executive with an energy company provides substantial experience in the nuclear powerNuclear Power industry. Mr. Meador’s role as an active executive provides a perspective of a leader familiar with many facets of an enterprise facing the same set of current external economic and governance issues. As Chairman of the Audit Committee, he has dedicated significant time and effort in overseeing improvements to the Company’s controlenvironment and risk assessment and to remediate the identified material weaknesses. In addition, he brings financial acumen to Board discussions by virtue of his background as a Chief Financial Officer.

Current Directorships: None

Former Directorships: None

Age: 57

Director Since: 2008

Expiration of Current Term: 2016

Member of the (1) Audit Committee, (2) Compensation Committee, (3) Governance and Nominating Committee

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DIRECTORS CONTINUING IN OFFICE:

Robert J. Cronin, age 71, has been a director since 1997. Since 2001, Mr. Cronin has served as Managing Partner, The Open Approach LLC, a provider of consulting services and investment banking to the printing industry. From November 2005 to April 2006, Mr. Cronin was Chairman and Chief Executive Officer, York Label, Inc., a supplier of pressure-sensitive labels and related systems. Until January 2000, Mr. Cronin was Chairman of the Board and Chief Executive Officer of Wallace Computer Services; previously President, Chief Executive Officer and Director; now retired. Wallace Computer Services is a provider of information management products, services and solutions. Mr. Cronin serves on the Audit and Governance and Nominating Committees and is the Lead Director of the Board of Directors.

Qualifications: Mr. Cronin’s experience as a Chairman and Chief Executive Officer at two companies provides valuable insight for the Company as to the issues and opportunities facing the Company, as well as experience in strategic planning and leadership of complex organizations. He also has considerable corporate governance experience through years of service in leadership positions with various public companies.

Current Directorships: Director of various privately-held corporations.

Former Directorships: None

Expiration of Current Term: 2017

William G. Dempsey, age 64, has been a director since 2008. Since 2007, Mr. Dempsey retired and has been serving as Director of various public and private companies. From 1982 to 2007, Mr. Dempsey held various senior leadership positions with Abbott Laboratories including Executive Vice President, Global Pharmaceuticals from 2006 to 2007. Abbott Laboratories is a global, broad-based health care company devoted to discovering new medicines, new technologies and new ways to manage health. From 1977 to 1982, Mr. Dempsey held various positions with Sciaky Bros., a manufacturer of high-tech electron beam, laser welding and heat treating systems. Mr. Dempsey serves on the Governance and Nominating Committee and is Chairman of the Compensation Committee.

Qualifications: Mr. Dempsey’s extensive experience as a senior executive with a global pharmaceutical company provides a wealth of health care experience in global healthcare markets including pharmaceuticals, nutrition and medical devices. Mr. Dempsey’s leadership experience provides expertise in strategy, marketing, international operations, manufacturing and managing research and development organizations.

Current Directorships: Director of Hill-Rom Holdings, Inc., a NYSE listed company. Mr. Dempsey also serves on the Salvation Army Advisory Board in Chicago and is a member of the Board of Trustees of the Guadalupe Center in Immokalee, Florida.

Former Directorships: Director of Hospira, Inc., a NYSE listed company; Director of MDS Inc.; Director of Nordion, Inc.; and Director of TYRX, Inc.

Expiration of Current Term: 2017

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Stephen C. Mitchell, age 72, has been a director since 2005. Since 2001, Mr. Mitchell has served as President, Knight Group LLC, a privately-held firm providing services for the start-up and management of new ventures. Since 1995, Mr. Mitchell was Vice Chairman and Director, Knight Facilities Management, a company providing outsourcing of facilities management services for industrial and commercial clients worldwide. Until 2001, Mr. Mitchell was President, Chief Operating Officer and Director, Lester B. Knight & Associates, Inc., a company involved in the planning, design and construction of advanced technology research and development and manufacturing facilities. Mr. Mitchell serves on the Compensation Committee and is Chairman of the Governance and Nominating Committee.

Qualifications: Mr. Mitchell’s extensive leadership experience in various companies of diverse industry and size provides experience in operational and strategic leadership. He also has considerable corporate governance experience through years of service on other public company boards.

Current Directorships: None

Former Directorships: Director of Apogee Enterprises, Inc., a NASDAQ listed company.

Expiration of Current Term: 2018

Thomas M. White, age 58, has been a director since 2004. In January 2015, Mr. White became the Executive Chairman of Cardinal Logistics Holdings, LLC, which provides dedicated transportation and logistics services. From 2007 to 2014, Mr. White served as Operating Partner for Apollo Management L.P., a private equity firm. During 2013 and 2014, Mr. White served as Interim Chief Operating Officer of CEVA Logistics, an Apollo owned entity in the Netherlands, which provides contract logistics and freight forwarding services. During 2011 and 2012, he served as Chief Financial Officer of Constellium, an Apollo owned entity in France, which produces aluminum products. During 2009 and 2010, Mr. White served as Chief Financial Officer of SkyLink Aviation, Inc., an Apollo owned entity in Canada, which provides air charter logistics services. From 2002 to 2007, Mr. White served as Chief Financial Officer of Hub Group, Inc., a NASDAQ listed company which provides logistics services. Prior to joining Hub Group, Mr. White was an audit partner with Arthur Andersen, which he joined in 1979. Mr. White is a Certified Public Accountant. Mr. White serves on the Audit and Compensation Committees.

Qualifications: Mr. White’s extensive experience as a senior executive of global companies provides in-depth knowledge in global operations, finance, international business and strategic planning. In addition, he brings financial acumen to Board discussions by virtue of his background as a Chief Financial Officer.

Current Directorships: Director of CEVA Group, PLC and Cardinal Logistics Holdings, LLC.

Former Directorships: Director of Quality Distribution, Inc., a NASDAQ listed company; Director of EVERTEC, Inc., a NASDAQ listed company; Director of FTD, Inc., a NYSE listed company; and SkyLink Aviation, Inc.

Expiration of Current Term: 2018

There are no family relationships between any director or executive officer and any other director or executive officer of the Company.

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EXECUTIVE OFFICERS

The executive officers of the Company are elected by its Board of Directors. Each serves until a successor is elected and qualified, or until the officer’s resignation or removal.

Mr. Kaminski’s and Mr. Leatherman’s biographybiographies can be found in the Directors Continuing in Office“Director Nominees” section ofunder the Election of Directors section.Directors.

Mr. Zorko has served since June 2014 as InterimPosition: Vice President, Chief Financial Officer of the Company. and Secretary

Age: 41

Mr. ZorkoFujii has served as Seniorthe Company’s Vice President, Chief Financial AdvisorOfficer and Secretary, as well as its principal financial officer, since April 2015. Prior to this appointment, Mr. Fujii served as Vice President, Corporate Controller and Chief Accounting Officer of the Company since April 2014. PriorFrom January 2012 to that time, Mr. Zorko served as the Chief Financial OfficerMarch 2014, he was corporate controller of Steel Excel, Inc. (“SXCL”) until May 2013. He also served as the President and Chief Executive Officer of SXCL’s subsidiary Well Services Ltd. (“WSL”) in 2012 and Chief Financial Officer of DGT Holdings Corp. (“DGTC”) from 2006 through 2012. SXCL, WSL and DGTC are all affiliated with Steel Partners Holding, L.P., a publicly traded diversified global holding company. SXCL is primarily engaged in the oilfield service business and is publicly traded. DGTC was engaged in the business of x-ray imaging and power conversion subsystems worldwide. From 2000 to 2010, Mr. Zorko was a CFO Partner at Tatum,Actient Pharmaceuticals, LLC, a professional services firm, whereprivate specialty pharmaceuticals company that was acquired by Auxilium Pharmaceuticals, Inc. From October 2007 to January 2012, he held Chief Financial Officer positions with publicwas director of finance and private client companies. Mr. Zorko is on the Board of Directors of MFRI,controller for Nanosphere, Inc., a manufacturer of medical diagnostic equipment. Mr. Fujii’s experience includes financial leadership positions at several other publicly held company engaged inorganizations, including Richardson Electronics, Ltd., a provider of engineered solutions and distributor of electronic components to the manufactureelectron device marketplace, and sale of piping systems and filtration products, Chairs the Audit Committee and serves on the Compensation and Nominations/Governance Committees. He previously chaired the Strategy Committee.he began his career at PricewaterhouseCoopers LLP. He is also on the Audit Committee for Opportunity Int’l, a microfinance bank,certified public accountant and on the Finance Committee for the Alexian Brothers Health System. Mr. Zorko earned a BS degreeBachelor of Science in accounting from The Ohio State University and an MBA from the University of Minnesota. He is a Certified Public Accountant and a member of the National Association of Corporate Directors.

Age: 62

Position: Interim Chief Financial Officer

Dr. Yoder was elected to his position in February 2001, after serving as the Company’s Vice President of Operations since 1994 and Technology Manager since joining the Company in 1983. Prior to joining the Company, he was a member of the senior technical staff at Pennsylvania Power and Light, and at Battelle Pacific Northwest Laboratory

Age: 62

Position: Senior Vice President–Technology and International BusinessIllinois.

Mr. Kaminski joined the company in April 2013 asPosition: Senior Vice President, Radiation Measurement. Previously he was Chief Executive OfficerStrategic Marketing and President of Stereotaxis and held other senior positions there since 2002. Prior to joining Stereotaxis, Mr. Kaminski spent nearly 20 years with Hill-Rom Company (Hillenbrand Industries), where he held several senior level positions. Mr. Kaminski earned an M.B.A. from Xavier University and a B.S. in Marketing from Indiana University.Product Development

Age: 5457

Position: President, Radiation Measurement

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Mr. Kennedy has served as Senior Vice President, Strategic Marketing and Product Development since August 2011 asApril 2015. He was President of Landauer Medical Physics, a subsidiary of Landauer Inc., and Vice President Global Marketing for Landauer Inc. from August 2011 through April 2015. Mr. Kennedy has over twenty five25 years of healthcare technology innovation and commercial leadership experience in both Fortune 500 and smaller private healthcare companies. Prior to joining Landauer, he held executive positions in strategic marketing, operations, product development, and general management at Baxter Healthcare, GE, and private healthcare companies. In these roles, he led significant medical device innovations and business transformations in dialysis, blood component therapy, inhaled drug delivery, and diagnostic imaging lifecycle management services. Mr. Kennedy receivedearned a Bachelor of Science in chemical engineering from the University of Washington and an MBA from J.L. Kellogg Graduate School of Management at Northwestern University.

Position: Senior Vice President, Administration and Chief Information Officer

Age: 48

Mr. King has served as Senior Vice President, Administration and Chief Information Officer since April 2015. He was Vice President and Chief Information Officer of the Company since April 2009. Mr. King has over 20 years of experience in both Fortune 500 and smaller private manufacturing and industrial companies. Prior to Landauer, Mr. King held several Operations leadership roles, including Senior VP and Chief Information Officer, Senior VP of Sales and Marketing, Corporate Vice President of Operations, Director of Supply Chain Management, and Program Office Director. Mr. King earned a dual Masters Degree (MBA, MEM) from the J.L. Kellogg Graduate School of BusinessManagement at Northwestern University, where he graduated with concentrations in Management & Strategy, Information Technology and Manufacturing Management. He also earned his Bachelor of Arts at Northwestern University.

Age: 57

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Position: President, Landauer Medical Physics and Vice President Global Marketing, Landauer Inc.

There are no family relationships between any director or executive officer and any other director or executive officer of the Company.

BOARD OF DIRECTORS AND COMMITTEES

During fiscal 2014,2015, the Board of Directors held a total of 5 meetings. No director attended fewer than 75 percent of the aggregate of the total number of meetings of the Board of Directors and the total number of meetings held by all Committees of the Board of Directors on which such director served during the periods that such director served.

The Board of Directors has an Audit Committee, Compensation Committee, and Governance and Nominating Committee. The Audit Committee assists the Board of Directors in fulfilling its oversight responsibilities with respect to financial reports and other financial information and recommends to the Board of Directors the appointment of independent public accountants. The Board of Directors has determined that Jeffrey A. Bailey, Robert J. Cronin, David E. Meador and Thomas M. White each qualify as an “audit committee financial expert” as defined for the purpose of SEC regulation. The Compensation Committee approves all executive compensation and has responsibility for granting equity awards to eligible members of management and administering the Company’s equity and incentive compensation plans. The Governance and Nominating Committee establishes corporate governance policy and selects nominees for the Board of Directors. (See “Process for Nominating Directors.”) The membership of each Committee consists solely of non-employee directors who meet the independence standards established by the New York Stock Exchange (“NYSE”(the “NYSE”). During fiscal 2014,2015, the Audit Committee met 9 times including the meetings required to conduct its quarterly financial reviews, the Compensation Committee met 84 times, and the Governance and Nominating Committee met 45 times.

Each Committee has adopted a formal written charter, approved by the full Board of Directors, which specifies the scope of the Committee’s responsibilities and procedures for carrying out such responsibilities. A copy of each charter is available on the Company’s website athttp://www.landauer.com and printed copies are available from the Company on request. The Board of Directors has also adopted Governance and Nominating Standards, a Code of Business Conduct and Ethics applicable to all directors and employees and a Code of Ethics for Financial Executives applicable to the principal executive, financial and accounting officers of the Company. Copies of each of these documents are available on the Company’s website athttp://www.landauer.com and printed copies are available from the Company on request. The Company intends to post on its website any amendments to its Code of Business Conduct and Ethics or Code of Ethics for Financial Executives applicable to such senior officers.

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BOARD LEADERSHIP STRUCTURE AND ROLE IN RISK OVERSIGHT

The Board of Directors has determined that having an independent director serve as chairmanLead Director of the Board of Directors is in the best interest of stockholders at this time. The structure ensures a greater role for the independent directors in the oversight of the Company and active participation of the independent directors in setting agendas and establishing priorities and procedures for the work of the Board of Directors. No single leadership model is right for all companies at all times, however, so the Board of Directors conducts an annual evaluation in order to determine whether it and its Committees are functioning effectively and recognizes that, depending on the circumstances, other leadership models might be appropriate. Accordingly, the Board of Directors periodically reviews its leadership structure.

The Board of Directors is actively involved in oversight of risks inherent in the operation of the Company’s businesses and the implementation of its strategic plan. The Board of Directors performs this oversight role by using several different levels of review. In connection with its reviews of the operations of the Company’s business segments and corporate functions, the Board of Directors addresses the primary risks associated with those segments and functions. In addition, the Board of Directors reviews the key risks associated with the Company’s strategic plan at an annual strategic planning session and periodically throughout the year as part of its consideration of the strategic direction of the Company.

The Board of Directors has delegated to the Audit Committee oversight of the Company’s risk management process. The Audit Committee (a) reviews with management the Company’s significant risk exposures and policies regarding the assessment and management of risk, (b) serves as an independent and objective body to monitor the Company’s financial reporting process and internal control systems, and (c) assists the Board of Directors in oversight of the Company’s compliance with legal and regulatory requirements. Each of the other Committees of the Board of Directors also oversees the management of Company risks that fall within the Committee’s areas of responsibility. The Governance and Nominating Committee oversees risks related to the Company’s governance structure and processes and the structure of the Board of Directors and its Committees to ensure appropriate oversight of risk. The Compensation Committee considers risks related to the design of the Company’s compensation program and arrangements for the Company’s named executive officers.

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COMPENSATION RISK

Management has periodically undertaken, and the Compensation Committee has reviewed, an evaluation of Landauer’s compensation policies and procedures as they relate to risk management practices and risk-taking incentives. Based upon that evaluation, the Company has concluded that its compensation program does not create risks that are reasonably likely to result in a material adverse effect. In reaching this determination, the Company has taken into account the following design elements of Landauer’s compensation program and policies and practices: mixture of cash and equity payouts,payouts; mixture of performance time horizons,horizons; use of financial metrics that are easily capable of audit,audit; avoidance of uncapped rewards,rewards; use of required stock ownership amounts at senior management levels,levels; adherence to a broad clawback policy,policy; anti-hedging and pledging policies,anti-pledging policies; and a rigorous auditing, monitoring and enforcement environment.

INDEPENDENCE OF DIRECTORS

Under the Company’s Governance and Nominating Standards, a majority of the Board of Directors should be composed of Independent Directors as that term is defined in the NYSE listing standards. A director is independent under the NYSE listing standards if the Board affirmatively determines that the director has no material relationship with the Company directly or as a partner, stockholder or officer of an organization that has a relationship with the Company.

The Board has affirmatively determined that all directors, with the exception of Michael T. Leatherman and Michael P. Kaminski, are considered independent under the independence standards of the NYSE. In reaching this determination, the Board considered the relationship of Mr. Dempsey’s membership on the board of a customer of the Company, and the relationship of one of Mr. Meador’s employer’s facilities as a customer of the Company. The Board determined that these relationships arewere not material.material in fiscal 2015. The Board has also concluded that no non-employee director has any of the disqualifying relationships identified by the NYSE. Consequently, the Board has determined that all non-employee directors are independent within the meaning of the NYSE listing standards. The Company’s independent directors are Jeffrey A. Bailey, Robert J. Cronin, William G. Dempsey,

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David E. Meador, Stephen C. Mitchell, and Thomas M. White. Given histheir current employment by Landauer, Michael T. Leatherman isand Michael P. Kaminski are not at this time considered independent under the independence standards of the NYSE. The Company’s independent directors meet in regularly scheduled executive sessions and at other times, as they deem appropriate. Robert J. Cronin, ChairmanLead Director of the Board of Directors, presides at these sessions.

PROCESS FOR NOMINATING DIRECTORS

Landauer’s Governance and Nominating Committee establishes and oversees adherence to the Board’s Governance and Nominating Standards, and establishes policies and procedures for the recruitment and retention of Board members. The Governance and Nominating Committee is comprised of threefour members, each of whom meets the independence requirements established by the NYSE with respect to Governance and Nominating Committees.

The Governance and Nominating Committee will consider nominees for the Board of Directors who have been properly and timely recommended by stockholders. Any recommendation submitted by a stockholder must include the same information concerning the candidate and the stockholder as would be required under Section 1.4 of the Company’s by-laws if the stockholder were nominating that candidate directly. Those information requirements are summarized in this Proxy Statement under the caption “Stockholder Proposals.” The Governance and Nominating Committee will apply the same standards in considering director candidates recommended by stockholders as it applies to other candidates. The Governance and Nominating Committee has not established any specific, minimum qualification standards for nominees to the Board of Directors. From time to time, the Governance and Nominating Committee may identify certain skills or attributes (e.g., healthcare industry experience, technology experience, financial experience) as being particularly desirable for specific director nominees. The Governance and Nominating Committee considers diversity of backgrounds and viewpoints when considering nominees for director but has not established a formal policy regarding diversity in identifying director nominees.

To date, the Governance and Nominating Committee has identified and evaluated nominees for director positions based on several factors, including: referrals from management, existing directors, advisors and representatives of the Company or other third parties; business and board of director experience; professional reputation; and personal interviews. Each of the current nominees for director listed under the caption “Election of Directors” is an existing director standing for election, in accordance with the Company’s amended by laws, or re-election.

COMMUNICATIONS WITH THE BOARD OF DIRECTORS BY STOCKHOLDERS AND OTHER INTERESTED PARTIES

The Company’s Annual Meeting of Stockholders provides an opportunity each year for stockholders and other interested parties to ask questions of or otherwise communicate directly with members of the Company’s Board of Directors on matters relevant to the Company. Each of the Company’s directors is requested to attend the Annual Meeting in person. All of the Company’s directors then in office attended the Company’s 20142015 Annual Meeting of Stockholders. In addition, stockholders and other interested parties may, at any time, communicate in writing with the full Board of Directors, any individual director or any group of directors, by sending such written communication to the full Board of Directors, individual director or group of directors at the following address: Landauer, Inc., 2 Science Road, Glenwood, Illinois 60425; Attention: Corporate Secretary. Copies of written communications received at such address will be provided to the addressee unless such communications are considered, in the reasonable judgment of the Corporate Secretary, to be improper for submission to the intended recipient(s). Examples of such communications that would be considered improper for submission include, without limitation, customer complaints, solicitations, communications that do not relate directly or indirectly to the Company or the Company’s business or communications that relate to improper or irrelevant topics.

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EXECUTIVE COMPENSATION

Compensation Discussion and Analysis

Landauer is required to provide information regarding the compensation program in place for its CEO, CFOChief Executive Officer (“CEO”), Chief Financial Officer (“CFO”) and the three other most highly compensated executive officers as of its last fiscal year end as well as certain other persons specified in SEC rules. Information regarding the compensation paid to these individuals is included inIn this Proxy Statement. In this proxy statement,Statement, the Company refers to the individuals as to whom compensation disclosure is required as the “Named Executive Officers” or “NEOs.” Our NEOs for the fiscal year ended September 30, 2015 are as follows:

The following Compensation Discussion and Analysis (“CD&A”) describes our fiscal 2015 executive compensation program. This section includes information regarding, among other things, the overall philosophy of the Company’s executive compensation program and each element of compensation that it provides to executives, including our NEOs. This CD&A is intended to be read in conjunction with the tables beginning on page 29, which provide detailed historical compensation information for our NEOs.

Our NEOs for the year ending September 30, 2014 are:

EXECUTIVE SUMMARY OF CHANGES TO COMPENSATION AND GOVERNANCE POLICIES AND DESIGN

Landauer performed below expectations inThe elements of Landauer’s compensation program for NEOs comprise: base salary; annual non-equity incentive compensation (“annual bonus”); long-term equity incentive compensation; retirement plans; and post-termination compensation. During fiscal 2014, and as a result, performance-based compensation was adjusted accordingly as discussed further in thisthe Compensation Discussion and Analysis (“CD&A”). In addition, significant management changes occurred during fiscal 2014 including the departure of Mr. Saxelby, Landauer’s former CEO and Mr. Burke, Landauer’s former CFO. Severance payments were made to both executives consistent with the Executive Severance Plan for Mr. Burke and consistent with the employment agreement in place for Mr. Saxelby. Additional information regarding such payments is found on pages 35-36 below under the heading, “Severance Agreements”.

At the 2014 Annual Meeting, the Company’s executive compensation program was approved by 74.6% of the votes cast on the “say-on-pay” proposal, which represented a significant decrease from the 2013 and 2012 annual meeting say-on-pay votes. This led the Company to undertakeCommittee undertook an in-depth review of itsthe Company’s compensation policies and practices and to continue itscontinued dialogue with shareholdersstockholders regarding its compensation policies. As a result of this review and dialogue, the Compensation Committee has takenmodified the following steps since the 2014 Annual Meeting to address shareholder concerns:Company’s compensation policies in fiscal 2014. These modifications included:

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Additional information regarding our stockholder outreach and subsequent policy change is found on page 16 below under the heading, “2014 Annual Meeting Executive Compensation Advisor Vote”.

The elements of Landauer’s compensation program for NEOs include base salary, annual non-equity incentive compensation (“annual bonus”), long-term equity incentive compensation retirement benefitsopportunities during his appointment as President and severance arrangements.Chief Executive Officer, from a weighting of 70% performance-based vesting and 30% time-based vesting to 100% performance-based vesting, to focus the CEO on the Board’s strategic and financial objectives for the Company. The Compensation Committee plans on reviewing a similar change in the weighting of long-term equity incentive compensation opportunities for the other NEOs as part of the Company’s executive compensation program for fiscal 2016. The Compensation Committee also began utilizing a revised peer group in fiscal 2015 to benchmark NEO compensation using supplemental market data in addition to the biennial survey data and information about other relevant market practices and trends provided by its independent compensation consultant.

In each case, these changes further underscore the Company’s commitment to pay-for-performance and align the executive’s interests with those of our stockholders.

FISCAL 2015 DEVELOPMENTS AND COMPENSATION ACTIONS

During fiscal 2014,2015, the Company made several significant management changes including: 1) the appointment of Mr. Fujii as Vice President, Chief Financial Officer and Secretary, as well as its principal financial officer; 2) the transition of Mr. Yoder, Landauer’s former Senior Vice President – Technology and International Business, to the role of Senior Technical Advisor; and 3) the transition of Mr. Zorko, the Company’s former Interim Chief Financial Officer, into an advisory role completing special projects. In addition, effective October 1, 2015, Mr. Leatherman stepped down as the Company’s President and Chief Executive Officer and was appointed to the new position of Executive Chairman of the Board. In connection with the change related to the position of Executive Chairman of the Board, Mr. Leatherman ceased participation in the Company’s Special Severance Plan and will not be eligible to receive an annual bonus in fiscal 2016. With the resignation of Mr. Leatherman as President and Chief Executive Officer, the Board of Directors appointed Michael P. Kaminski as the Company’s new President and Chief Executive Officer.

Landauer performed below expectations in fiscal 2015 and as a result, performance-based compensation was adjusted accordingly as discussed further in this CD&A. During fiscal 2015, the following compensation actions were taken:

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Landauer’s Compensation Philosophy and Principles

LANDAUER’S COMPENSATION PHILOSOPHY AND PRINCIPLES

Landauer designs its compensation program to maintain a performance and achievement-oriented environment throughout the Company, while ensuring the program does not create unnecessary or excessive risk. The goals of the Company’s executive compensation program are to:

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Consistent with these goals, the Board has developed and approved an executive compensation philosophy to provide a framework for the Company’s executive compensation program. The key components of this philosophy are:

The executive compensation philosophy results in three major components of executive compensation: a competitive base salary reflective of the individual’s role, responsibilities, experience and capabilities; non-equity incentive compensation tied to Company and individual annual performance; and long-term equity incentives tied to Company performance and individual level of responsibility to impact results over time. The Company determines the appropriate level of these components by using market compensation information as described more fully below.

2014 Annual Meeting Executive Compensation Advisory Vote2015 ANNUAL MEETING EXECUTIVE COMPENSATION ADVISORY VOTE

Landauer performed below expectations in fiscal 2014 and as a result, performance-based compensation was adjusted accordingly as discussed further in this Compensation Discussion and Analysis (“CD&A”). In addition, significant management changes occurred during fiscal 2014 including the departure of Mr. Saxelby, Landauer’s former CEO and Mr. Burke, Landauer’s former CFO. Severance payments were made to both executives consistent with the Executive Severance Plan for Mr. Burke and consistent with the employment agreement in place for Mr. Saxelby.

Additional information regarding such payments is found on pages 35-36 below under the heading, “Severance Agreements”. At the 20142015 Annual Meeting, the Company’s executive compensation program was approved by 74.6%91.3% of the votes cast on the “say-on-pay” proposal, which represented a significant decreaseincrease from the 2013 and 2012 annual meeting say-on-pay votes. This led the Company to undertake an in-depth review of its compensation policies and practices and to continue its dialogue with shareholders regarding its compensation policies. As a result of this review and dialogue, the Compensation Committee has taken the following steps since the 2014 Annual Meeting to address shareholder concerns:

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In each case, these changes underscore the Company’s commitment to pay-for-performance. All of these changes are designed to further align the executives’ interests with shareholders and compensate executives on the basis of actual performance.

say-on-pay vote. The Compensation Committee did not take any specific actions in response to the vote at the 2015 Annual Meeting. The Company believes that this year-over-year improvement in the “say-on-pay” reflected changes to Company’s compensation policies that were outlined in the 2015 Proxy Statement and subsequently implemented during fiscal 2015.

THE COMPENSATION COMMITTEE

The Compensation Committee assists the Board of Directors in fulfilling the Board’s oversight responsibilities to administer the Company’s executive compensation program. Each member of the Committee is independent as defined in the corporate governance listing standards of the NYSE, Landauer’s director independence standards and applicable law and SEC regulations.

The Committee reports to the Board of Directors on all compensation matters regarding Landauer’s executives and other key salaried employees. The Committee reviews annually and approves or recommends to the Board of Directors for approval, as applicable, the compensation (including annual base salary, annual non-equity incentive compensation, long-termlong-

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term equity incentive compensation and other employee benefits) for the Company’s executives and other key salaried employees. Further information about the Committee’s responsibilities is contained in the Committee’s Charter, which is available in the “Corporate Governance” section on the “Investor Relations” page of Landauer’s website athttp://www.landauer.com.

Roles of Consultants and ExecutivesROLES OF CONSULTANTS AND EXECUTIVES

During and after the end of each fiscal year, the CEO provides the Compensation Committee with feedback regarding the performance of the executives and key salaried employees. Annually, and in the cases of executive promotions or hires, the CEO makes recommendations to the Compensation Committee regarding the compensation package for each of the executives (other than himself). Based on its review of individual performance (taking into account input from the CEO), input and market data from its independent compensation consultant and other factors, the Compensation Committee approves the compensation for executives, other than the CEO. The Compensation Committee makes recommendations to the Board regarding the compensation for the CEO and the other executives.CEO. Acting upon the recommendation of the Compensation Committee, the independent members of the Board, meeting in executive session, determine the compensation of the CEO and the other executives, including NEOs.CEO.

To assist the Compensation Committee in discharging its responsibilities, the Committee retains Hay Group Inc. as its independent compensation consultant. Hay Group is entirely independent and as such its work for the Compensation Committee does not raise any conflict of interest. Hay Group’s independence is reviewed annually in accordance with the NYSE listing standards. The consultant’s role is to advise the Committee on all executive compensation matters. Biennially, Hay Group presents the Compensation Committee with survey data and information about other relevant market practices and trends, and makes recommendations to the Compensation Committee regarding target levels for various elements of total compensation for senior executives, which the Compensation Committee reviews and considers in its deliberations. Hay Group completed its most recent biennial executive compensation analysis in fiscal 2014.

The Committee’s independent compensation consultant reports directly to the Compensation Committee. Periodically the CEO and CFO may work directly with the Committee’s consultant primarily in the development of offers for new hires and assistance on the development of recommendations on the design of its compensation program to be presented to the Compensation Committee or the Board of Directors. This interaction between the Committee’s consultant and

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management takes place under the approval of the Compensation Committee Chair. During fiscal 2014,2015, management worked with the compensation consultant on compensation for certain roles in the organization, including external hires.

To ensure that its executive officer compensation is competitive in the marketplace, the Company uses a formal job evaluation methodology to determine both the internal and external equity of its NEOs’ total compensation. Internal equity is considered in order to ensure that members of Landauer’s executive management are compensated at an appropriate level relative to other members of its executive management, while external equity is a measure of how the Company’s compensation of its executive management compares to compensation for positions with comparable job content at other companies.

Hay Group reviews each executive position using its proprietary method of job evaluation to assess the position’s relative scope. In this process, Hay Group considers the breadth of responsibilities, the complexity of the role, and the role’s impact on the success of the business. Once each job is valued independently, Hay Group compares the jobs to determine relative relationships and then relates these job content scopes to pay opportunity levels based on compensation market data from Hay Group’s Industrial Executive Compensation Report, a proprietary annual executive compensation survey with data on more than 100 executive level positions from over 300320 organizations. Given that Landauer competes in a market with limited competitors, the Compensation Committee has determined that utilizing a broad industry survey with a focus on publicly traded companies and significant survey participation by the manufacturing sector, such as the Hay Group survey, is an appropriate method for evaluating the Company’s executive compensation practices.

All components of Landauer’s executive compensation program are aligned around the 50th50^th percentile of Hay Group’s survey data for targeted performance. For short-term and long-term incentive compensation, achievement of over performance goals can result in a maximum award equal to 200% of the target opportunity. Actual pay will vary above or below the 50th50^th percentile depending on a number of factors including individual performance, tenure with the organization and overall Company performance.

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With the assistance of the compensation consultant, the Compensation Committee annually reviews relevant compensation market data, trends and best practices in executive compensation, and executive pay tallies for the Company’s NEOs to ensure that the design of its program is consistent with its compensation philosophy and that the amount of compensation is within appropriate competitive parameters. Based on this review, the Compensation Committee has concluded that the total compensation of each NEO and, in the case of the severance and change-in-control scenarios, potential payouts are appropriate and reasonable.

During fiscal 2014, the Compensation Committee worked with Hay Group to revise its peer group, which historically has been used only to benchmark director compensation. For fiscal years 2015 and beyond, the purpose of this revised peer group will be to (1) benchmark the Company’s director compensation and (2) provide the Committee with supplemental compensation data for NEO benchmarking. However, the Compensation Committee will continue to rely on the aforementioned survey data as its primary benchmarking data source.

As part of its peer group review, Hay Group developed a set of companies based on Landauer’s GICS code (3510 – Health Care Equipment and Services) and annual revenues comparable to Landauer. This set of companies was then reduced by selecting companies with market capitalizations comparable to Landauer, and primary business focus on either (1) design and manufacturing of medical devices and/or (2) diagnostic, analytic, imaging and/or testing services in the life sciences and health care markets. The resulting group of twenty-twotwenty-one companies is listed below:

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Elements of Landauer’s Compensation ProgramELEMENTS OF LANDAUER’S COMPENSATION PROGRAM

Landauer’s executive officer compensation package includes a combination of annual cash and long-term incentive compensation. Annual cash compensation for executive officers is comprised of base salary plus annual non-equity incentive bonuses. Long-term incentives consist of a combination of restricted share grants with performanceperformance-based and time -basedtime-based vesting characteristics.

In setting total compensation, Landauer applies a consistent approach for all executive officers. Also, the Compensation Committee exercises appropriate business judgment in how it applies its standard approach to the facts and circumstances associated with each executive. Additional detail about each pay element follows.

Base Salaries:Salary: As discussed above, data on salaries paid to comparable positions in the Hay Group survey are gathered and reported biennially to the Compensation Committee by its independent compensation consultant. The Compensation Committee, after receiving input from the compensation consultant, approves the salaries for the CEO, CFO, other NEOs and executives. The CEO provides input for the salaries for the CFO and other executives. The Compensation Committee seeks generally to establish base salaries for the CEO, CFO and other NEOs around the 50th50^th percentile of the Company’s compensation survey data, which is the targeted market position to facilitate the attraction and retention of executive talent. In light of the Company’s fiscal 2013 performance, the NEOs’ base salaries were not increased for fiscal 2014.talent, but this approach can vary based on specific circumstances.

Annual Non-Equity Incentives:Incentive Compensation: Annual non-equity incentive awards to the CEO, CFO and other executives are paid relative to the targets established annually by the Compensation Committee under the terms of the Landauer, Inc.

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Landauer, Inc. Incentive Compensation Plan. Annual incentive awards for the CEO, CFO and other executives are intended to promote the achievement of Landauer’s annual financial goals, as well as individual goals. For fiscal 2014,2015, the plan establishes an incentive pool which is related to aggregate executive officer base salary and performance of Landauer relative to (i) plan revenue and (ii) plan net income. The Committee believes use of these metrics provides alignment with the interests of Landauer’s stockholders.

Similar to the process for base salary, data for non-equity incentives paid to comparable positions in the Hay Group survey are gathered and reported biennially to the Compensation Committee by the independent compensation consultant. The Compensation Committee, after receiving input from the compensation consultant, approves or recommends to the Board for its consideration and approval, as applicable, the non-equity incentives for the CEO, CFO and other executives. The target incentive compensation award (“ICA”), as a percentage of individual executive officer base salary, is 50% for the Chief Executive Officer and 40% for the CFO and other NEOs. These payout ratios are determined based upon targeting total cash compensation (base salary plus non-equity incentive compensation) around the 50^th percentile as determined by the survey study performed by the Committee’s independent compensation consultant. The actual size of the incentive compensation pool available for award varies based upon actual financial performance for revenue and net income.

The revenue and net income targets are established as part of the annual operating planning process. The targets are recommended by management, reviewed by the Compensation Committee and approved by the Board. The targets are intended to be representative of strong financial performance by the Company based upon market conditions and the expectations of stockholders. The scales of the payout ratios are intended to compensate management for the perceived effort required to achieveachieving the targeted performance, and reward management for the effort required to deliverdelivering results beyond expected levels.levels, consistent with the interests of stockholders.

The revenue and net income targets for fiscal 20142015 were established as follows ($’s in millions):

Both the revenue and net income targets were established without considering the impact of certain non-recurring costs relating to acquisition and reorganization costs and the impact of intangible amortization for acquisitions completed during the fiscal year. Based on the Company’s fiscal 20132014 net income performance, the Compensation Committee approved fiscal 20142015 net income performance goals that set target performance at $18$18.6 million, which was the high end of fiscal 20142015 guidance, with the threshold performance level set at $17 million, which represented the midpoint of fiscal 2014 guidance.$14.9 million. The Committee felt that requiring this level of net income performance before paying out threshold awards or higher aligned management with shareholderstockholder interests. The maximum performance level was set at $21.6$22.3 million, which represents 120% of the fiscal 20142015 target of $18$18.6 million.

The fiscal 20142015 plan provides for a payout at a ratio of targeted incentive compensation as follows:

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The range of the scale for revenue and net income achievement is intended to align management with the expectations of stockholders on earnings growth. Performance below 80% of planned revenue and 94% of net income would be considered to be below the Company’s expectations and, accordingly, results in zero payout of the target award. Similarly, performance at 120% of target is believed to represent performance well beyond the expectations of the business. Awards for performance between 80% for revenue and 94% for net income and 120% of the performance goals results in payouts ranging from 50% to 200% of targeted award. The overall payout ratio is intended to maintain alignment with the expectations of stockholders on minimum performance.

The amount of potential ICA for any executive officer is determined by multiplying the executive’s base salary times the actual incentive award percentage. The actual ICA percentage is the target award percentage of 50% for the President and Chief Executive Officer or 40% for the Chief Financial Officer and other NEOs multiplied by the percentage of target award determined by the weighted average of the revenue and net income components in the following ratio:

Two-thirds of the target ICA is payable to the executive officer based solely on financial performance of the Company. With respect to the one-third balance remaining in the pool for the fiscal year, the Compensation Committee will have the discretion to award any executive officer an amount ranging from zero to one-third of the award such executive officer would otherwise receive based upon achievement against personal management objectives (“PMO”). Accordingly, the total ICA is calculated as follows:

PMOs are established annually and are aligned with the strategic priorities of the Company. PMOs are intended to be challenging but generally capable of being achieved. In addition to achieving fiscal 2015 revenue and net income targets, PMOs for the Company’s NEOs in fiscal 20142015 included:

Any amounts related to PMO achievement not so awarded may, at the discretion of the Committee, be reallocated, in whole or in part, to any other executive officer based upon the Committee’s evaluation of the individual performance of the executive officer relative to written objectives and other factors, including the CEO’s annual report to the Committee of the executive officer’s performance.

The individual and aggregate amounts of incentive compensation awards for the fiscal year, as approved by the Compensation Committee, are limited to 200% of the targeted awards.

The Company’s Incentive Compensation Plan permits the adjustment of performance measures upon the occurrence of certain non-recurring events, including asset write downs, litigation claims, judgments or settlements, accruals for reorganization and restructuring programs, objectively determinable legal, integration, or deal related costs in connection therewith or changes in law or accounting principles. For fiscal 2014, no such adjustments were made. Following the 2014 annual meetingAnnual Meeting, the Committee reviewed the Company’s practice and policy concerning adjustments to performance measures

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and, in addition to reaffirming the circumstances permitting such adjustments, the Committee adopted a written policy clarifying that such events or circumstances that would make adjustments appropriate will not occur regularly. In addition, the Committee clarified that it intends, as a general matter, to not make adjustments for events or circumstances that are within the control of the Company’s management, as determined by the Committee, unless such adjustments make the satisfaction of applicable performances measures less likely. For fiscal 2015, reported revenues were not adjusted and reported net income was

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adjusted up by approximately $1.4 million, due to restructuring charges, expenses associated with divestitures, and the net loss associated with the divestiture of the Company’s radon business.

Landauer’s revenue was 99.85%94.1% of the target goal and adjusted net income was 0%85.4% of the target goal resulting in a weighted average performance of 29.3%69.3% of target. After reviewing the results and the development of the various materials preparedbusinesses made by management during the year the Compensation Committee recommended and the Board approved the funding at 29.3%69.3%. The NEO’s averaged 83%95.0% PMO achievement, resulting in an actual average payout of 27.81%67.6%.

Long-Term Equity Incentives:Incentive Compensation: Long-term incentive awards for the CEO, CFO and other executives are granted in order to promote the achievement of Landauer’s long-term strategic goals. The Compensation Committee believes that providing long-term incentive awards in the form of equity awards best achieves the long-term compensation objectives of the organization and aligns the executive’s interests with the interests of Landauer’s stockholders, as well as facilitates the attraction and retention of executive talent.

Each year, the Compensation Committee reviews and approves or makes recommendations to the Board, as applicable, as to the long-term incentive awards for each of the executives. In determining the total value of the long-term incentive opportunity for each executive, the Compensation Committee reviews the survey data presented by its independent compensation consultant biennially on a position-by-position basis and attempts to provide a benefit at a competitive level, which approximates the 50th50^th percentile for each surveyed position.position, but can vary based on specific circumstances.

Long-term incentives are provided to Landauer’s executives under the stockholder approved Landauer, Inc. Incentive Compensation Plan. The Plan permits grants of stock options, stock appreciation rights, restricted shares, restricted share units, performance shares and performance share units.

Current restricted shares are subject to risk of forfeiture and vest in accordance with performance and time restrictions.

Each grant is allocated between performance-based and time-based vesting. For performance shares of restricted stock that will vest at the end of the restriction period, vesting is based upon the achievement of one or more performance goals. Up to 100% of the performance shares may be forfeited if the performance goals are not achieved. In addition, for certain financial targets, over-performance shares can be earned for achievement of over-performance goals.

AnnualExcept for the CEO, annual equity grants to the executives, including NEOs, are currently allocated 70% to performance-based vesting and 30% to time - basedtime-based vesting. During fiscal 2015, the Compensation Committee of the Board of Directors modified the weighting of CEO’s long-term equity incentive compensation opportunities from a weighting of 70% performance-based vesting and 30% time-based vesting to 100% performance-based vesting, to focus the CEO on the Board’s strategic and financial objectives for the Company. The Compensation Committee plans on reviewing a similar change in the weighting of long-term equity incentive compensation opportunities for the other NEOs as part of the Company’s executive compensation program for fiscal 2016.

This balance between performance - basedperformance-based and time-based equity grants is in alignmentaligned with the development of Landauer’s long-term growth strategy, motivates management for the appropriate balance between short-term and long-term decision making and aligns management’s long-term compensation closely with the interest of Landauer’s stockholders. Dividend and other distributions will be accrued for the shares subject to performance - basedperformance-based vesting and will be paid if and when such shares vest. Dividends on time-based grants are paid out at the same rate and time as paid to the Company’s stockholders.

The Compensation Committee approved the following performance goals with respect to the performance-based component of the fiscal 2014 annual equity grant:

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The Compensation Committee approved the following performance goals with respect to the performance-based component of the fiscal 2015 annual equity grant:

The Committee introduced OCF for the fiscal 2014 equity grant to align the Company’s long-term compensation strategy with its shareholders’stockholders’ focus on debt reduction and improving the Company’s balance sheet.

The targets were approveddetermined by the Compensation Committee based upon the Company’s three-year strategic plan, inclusive of the impact of acquisitions completed during fiscal 20132014 and subject to certain adjustments approved by the Compensation Committee. Based on its review of the Company’s business plan and three-year strategic financial plan, the Compensation Committee believes that the target and over-performance goals represent a reasonably challenging performance objective.

The extent to which the performance-based shares will vest depends on the Company’s performance over the October 1, 2013-September2014-September 30, 20162017 performance period. As noted above, performance will be measured against specified revenue,ROIC, EBITDA and OCF goals. The vesting of 25%50% of the performance shares will be tied to the revenueROIC goal, the vesting of 50%25% of the performance shares will be tied to the EBITDA goal and the vesting of 25% of the performance shares will be tied to the OCF goal. With respect to each of these components, no vesting will occur unless the Company attains 80% of the relevant performance goal. If performance is below this level on either measure, all performance shares tied to that measure will be forfeited. If performance is at the 80% level with respect to a measure, the related performance shares will vest at the 50% level. If performance is at the 100% level with respect to a measure, the related performance shares will vest at the 100% level. If performance is at the 120% level with respect to a measure, the related performance shares will vest at the 200% level. In addition to these requirements, the Committee also determined that with respect to the performance shares related to the revenue andROIC or OCF goals,goal, these shares can vest at levels above 100% only if the Company achieves at least target performance on the EBITDA goal. Vesting levels will be interpolated for achievement levels between 80%-120%. The chart below demonstrates how vesting levels relate to performance against the respective performance goals:

For the fiscal 20152016 annual equity grant, the Committee approved the following performance goals with respect to the performance-based component of the fiscal 20152016 annual equity grant:

If threshold ROICEBITDA performance is not achieved over the fiscal 20152016 equity grant’s performance period, any award payouts related to EBITDAROIC or OCF performance are capped at target, even if actual performance exceeds targeted levels. The Committee feels that this emphasis on long-term ROIC performance reflects shareholders’stockholders’ interests in increased profitability relative to invested capital.

The Board has generally followed a practice of making all equity grants to executive officers on a single date each year. Prior to the relevant Board meeting, the Compensation Committee reviews an overall stock award pool for all participating employees, of which there were 2332 in fiscal 2014,2015, and individual grants to executives proposed by the CEO to the

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Committee. Based on the proposal from the CEO and recommendation from the Compensation Committee, the Board reviews and approves the overall pool and the individual equity grants to executives.

While most of the Company’s equity awards to our NEOs have been made historically pursuant to its annual grant program, the Compensation Committee and Board retain the discretion to make additional awards to executives at other times for recruiting or retention purposes. The Company, by policy, does not have any program, plan or practice to timeexplicitly prohibits “off-cycle” awards in coordination with the release of material non-public information.

All equity awards are made pursuant to the Landauer, Inc. Incentive Compensation Plan. Awards of equity to employees below the executive level are made by the Company’s CEO, pursuant to authority delegated by the Board and subject to the Board-approved allocation.

Retirement Plans: The NEOs participate in the full range of benefits and are covered by the same plans, with exceptions noted, on the same terms as provided to all of Landauer’s U.S. salaried employees. The plans are designed to provide an appropriate level of replacement income upon retirement.

Post-Termination Compensation: Certain of the Company’s NEOs participate in the Executive Severance Plan (the “Executive Severance Plan”) and the Executive Special Severance Plan (the “Special Severance Plan”). These severance plans provide for payments and other benefits if the NEO’s employment terminates for a qualifying event or circumstance. The Executive Severance Plan was adopted on February 13, 2013 by the Compensation Committee and provides for payments and other benefits in the case of a termination without “Cause” (as such term is defined in the Executive Severance Plan), unless the NEO would otherwise be eligible for termination benefits pursuant to the Special Severance Plan. The Special Severance Plan provides for payments and other benefits in the case of certain terminations following a change in control, as defined under the Special Severance Plan. The Special Severance Plan was amended on November 12, 2014 to provide for double trigger vesting of equity awards.

The Compensation Committee believes that these severance arrangements are an important part of overall compensation for Landauer’s executives. The Committee believes that these arrangements will help to secure the continued employment and dedication of the Company’s executives prior to or following a change in control, notwithstanding any concern that they might have regarding their own continued employment. The Committee also believes that these arrangements are important as a recruitment tool and, to a lesser extent, retention device, as many of the companies with which Landauer competes for executive talent have similar arrangements in place for their senior employees. The Committee believes that these benefits are simple to understand, transparent and fair to Landauer’s stockholders and each executive.

MANAGEMENT CHANGES

During fiscal 2015, the Company made several significant management changes to prepare the organization to fully execute our strategy. These changes, and the corresponding discussion and analysis related to executive compensation, are outlined below.

Compensation of Interim CEO: With the departure of the Company’s former President and Chief Executive Officer effective September 15, 2014, the Company appointed Michael T. Leatherman on an interim basis to perform the functions of President and Chief Executive Officer of the Company, effective September 15, 2014. Mr. Leatherman was subsequently named President and Chief Executive Officer of the Company effective December 15, 2014. With respect to Mr. Leatherman’s Interim role, the Company approved a special compensation package for Mr. Leatherman based on the former CEO’s cash and target bonus compensation consisting of the following:

Because Mr. Leatherman was initially hired on an interim basis during the Board’s search for a permanent candidate, he did not receive any equity awards, he was not eligible for bonus opportunities for fiscal 2014 and was not eligible to participate in the Executive Severance Plan, the Special Severance Plan or any of the qualified or non-qualified retirement programs sponsored by the Company.

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Effective December 15, 2014, the Company appointed Mr. Leatherman as President and Chief Executive Officer, removing the Interim designation. With respect to this appointment, the Company approved the following compensation package for Mr. Leatherman based on survey data presented by its compensation consultant and consistent with our compensation philosophy:

Mr. Leatherman was not eligible to participate in the Executive Severance Plan in fiscal 2015.

Resignation of Michael T. Leatherman as President and Chief Executive Officer: Effective October 1, 2015, Michael T. Leatherman stepped down as the Company’s President and Chief Executive Officer and was appointed to the new position of Executive Chairman of the Board. In connection with his departure as President and Chief Executive Officer and appointment as Executive Chairman of the Board, Mr. Leatherman’s annual base salary was adjusted to $175,000 and Mr. Leatherman remained eligible to participate in the Company’s employee benefit plans and programs in which he participated prior to October 1, 2015, subject to the terms of such plans and programs, as they may be amended from time to time. However, effective October 1, 2015, he ceased participation in the Special Severance Plan and remained ineligible to participate in the Executive Severance Plan.

The Company will continue to make employer contributions on behalf of Mr. Leatherman under the NQ Excess Plan at the rate of 7.5% of the salary paid to Mr. Leatherman annually. Mr. Leatherman will not be eligible to receive an annual bonus. However, Mr. Leatherman is eligible to participate in the Company’s long-term incentive program under the Company’s Incentive Compensation Plan. Effective October 1, 2015, his long-term incentive opportunity will be 200% of base salary and his award for the performance period beginning October 1, 2015 will be entirely in the form of performance-based restricted stock.

Compensation of Newly-Appointed President and CEO: With the resignation of the Mr. Leatherman as President and Chief Executive Officer, the Board of Directors appointed Michael P. Kaminski as the Company’s new President and Chief Executive Officer, effective October 1, 2015. Prior to this appointment, Mr. Kaminski served as President, Radiation Measurement of the Company since April 2013. With respect to this appointment, the Company approved the following compensation package for Mr. Kaminski effective October 1, 2015, based on survey data presented by its compensation consultant and consistent with our compensation philosophy:

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Stock Ownership Guidelines, Anti-HedgingCompensation of Interim CFO: With the departure of the Company’s former Chief Financial Officer effective June 20, 2014, the Company hired Mark Zorko on an interim basis to perform the functions of Chief Financial Officer of the Company, effective June 21, 2014. The Company approved a special compensation package for Mr. Zorko based on the former CFO’s cash compensation consisting of the following:

Because Mr. Zorko was hired on an interim basis, he did not receive any equity awards and was not eligible to participate in the Executive Severance Plan or the Special Severance Plan.

Effective April 15, 2015, Mr. Zorko resigned as the Company’s Interim Chief Financial Officer and transitioned back into an advisory role to the Company reporting to the CEO in a non-officer role completing special projects.

Compensation of Newly-Appointed CFO: With the resignation of the Company’s former Interim CFO, the Board of Directors appointed Daniel J. Fujii as the Company’s Vice President, Chief Financial Officer and Secretary, as well as its principal financial officer, each effective on April 15, 2015. Prior to this appointment, Mr. Fujii served as Vice President, Corporate Controller and Chief Accounting Officer of the Company since April 2014. With respect to this appointment, the Company approved the following compensation package for Mr. Fujii based on survey data presented by its compensation consultant and consistent with our compensation philosophy:

STOCK OWNERSHIP GUIDELINES, ANTI-HEDGING AND ANTI-PLEDGING POLICIES

The Compensation Committee has established stock ownership goals for the Company’s executives, including the NEOs, and directors as the Committee believes that substantial ownership of the Company’s stock will further align the executives’ and directors’ interests with the interests of Landauer’s stockholders. Stock counted towards the ownership goal includes Landauer shares owned outright or beneficially owned (i.e., held directly or indirectly with spouse or minority aged dependent children) and grants of vested and unvested time-based restricted shares net of taxes (using an assumed tax rate of 40%). Unexercised stock options and unvested performance-based restricted shares are not counted

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in the calculation of an executive’s ownership goal achievement. Landauer’s CEO is subject to a stock ownership goal of three times his current annual base salary. Landauer’s Senior Vice Presidents (“SVPs”) are required to own Company shares with a market value equal to of two times the SVP’s base salary. All other executive officers (as such term is defined in Rule 3b-7 under the Securities Exchange Act of 1934, as amended) are required to own Company shares with a market value equal to one times the executive officer’s current annual base salary. Directors are required to own Company shares with a market value equal to at least three times the director’s annual retainer, not including any additional retainer for chairing a committee.committee or serving as the Lead Director of the Board of Directors.

Unless the director or executive officer has achieved and maintains the applicable guideline level of stock ownership, the director or executive officer is required to retain an amount equal to 50% of the net shares received as a result of the exercise, vesting or payment of any Landauer equity awards granted to the director or executive officer. “Net shares” are those shares that remain after shares are sold or withheld, as the case may be, to pay any applicable exercise price for the award and satisfy any tax obligations arising in connection with the exercise, vesting or payment of the award. Upon reaching the applicable ownership goal, the expectation is that the targeted ownership will be maintained by the executive officer.

Compliance with these stock ownership guidelines will be measured periodically by the Company, and the results of such measurement will be reported to the Compensation Committee at least annually.

The Company has also established anti-hedging and anti-pledging policies for the Company’s executives, including each of the NEOs, and directors. Pursuant to the Company’s anti-hedging policy, no director, officer, or employee of the Company or their family members may purchase or sell financial instruments or derivative securities that are designed to hedge or offset any decrease in the market value of the Company’s securities granted to or held by such person, including any incentive plan award. Pursuant to the Company’s anti-pledging policy, no director, officer, or employee of the Company or their family members may hold Company securities in a margin account or pledge Company securities as collateral for a loan or other obligation.

Retirement Plans:RECOUPMENT AND FORFEITURE OF INCENTIVE COMPENSATION POLICY The NEOs participate in the full range of benefits and are covered by the same plans, with exceptions noted, on the same terms as provided to all of Landauer’s U.S. salaried employees. The plans are designed to provide an appropriate level of replacement income upon retirement.

Post-Termination Compensation: Certain of the Company’s NEOs participate in the Executive Severance Plan (the “Executive Severance Plan”) and the Special Severance Plan (the “Special Severance Plan”). These severance plans provide for payments and other benefits if the NEO’s employment terminates for a qualifying event or circumstance. The Executive Severance Plan was adopted on February 20, 2013 by the Compensation Committee and provides for payments and other benefits in the case of a termination without “Cause” (as such term is defined in the Executive Severance Plan), unless the NEO would otherwise be eligible for termination benefits pursuant to the Special Severance Plan. The Special Severance Plan provides for payments and other benefits in the case of certain terminations following a change in control, as defined under the Special Severance Plan. In addition to already existing double trigger vesting of cash awards, the Special Severance plan was amended on November 12, 2014 to provide for double trigger vesting of equity awards.

The Compensation Committee believes that these severance arrangements are an important part of overall compensation for Landauer’s executives. The Committee believes that these arrangements will help to secure the continued employment and dedication of the Company’s executives prior to or following a change in control, notwithstanding any concern that they might have regarding their own continued employment. The Committee also believes that these arrangements are important as a recruitment tool and, to a lesser extent, retention device, as many of the companies with which Landauer competes for executive talent have similar arrangements in place for their senior employees. The Committee believes that these benefits are simple to understand, transparent and fair to Landauer’s stockholders and each executive.

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Effective June 20, 2014, Michael Burke, the Company’s former Senior Vice President and Chief Financial Officer stepped down from such positions with the Company. In connection with his departure, Mr. Burke received compensation and benefits commensurate with those contemplated by his existing agreements with the Company for a termination without cause, including the Company’s Executive Severance Plan and the terms of his separation agreement entered into with the Company (the “Separation Agreement”).

Effective September 15, 2014, William Saxelby, a former member of the Company’s Board and the Company’s former President and Chief Executive Officer stepped down from such positions with the Company. In connection with his departure, Mr. Saxelby received compensation and benefits commensurate with those contemplated by his existing agreements with the Company for a termination without cause, including his employment agreement and the separation and consulting agreement entered into with the Company (the “Separation and Consulting Agreement”). In addition, effective September 16, 2014, due to his experience and knowledge, the Company retained Mr. Saxelby as a consultant in accordance with the terms set forth in the Separation and Consulting Agreement. Pursuant to the Agreement, Mr. Saxelby will provide consulting services to the Company until September 30, 2015. Mr. Saxelby’s consulting services will focus on Radwatch market penetration and transition matters related to the military vertical market. As compensation for the consulting services, the Company has awarded Mr. Saxelby 11,403 shares of the Company’s common stock with a value of approximately $400,000 as of the grant date, subject to vesting based on the satisfaction of performance measures related to his consulting services. Such performance measures are tied to the achievement of sales goals which represent an increase in the performance achieved over prior years.

Compensation of Interim CEO: With the departure of Mr. Saxelby as Chief Executive Officer, the Company appointed Michael L. Leatherman on an interim basis to perform the functions of President and Chief Executive Officer of the Company, effective September 15, 2014. Mr. Leatherman was subsequently named President and Chief Executive Officer of the Company in December 2014. With respect to Mr. Leatherman’s Interim role, the Company approved a special compensation package for Mr. Leatherman based on Mr. Saxelby’s (the former CEO) cash and target bonus compensation consisting of the following:

Because Mr. Leatherman was initially hired on an interim basis during the Board’s search for a permanent candidate, he did not receive any equity awards, he was not eligible for bonus opportunities for fiscal 2014 and was not eligible to participate in the Executive Severance Plan, the Special Severance Plan or any of the qualified or non-qualified retirement programs sponsored by the Company.

Effective December 15, 2014, the Company appointed Mr. Leatherman as President and Chief Executive Officer, removing the Interim designation. With respect to this appointment, the Company approved the following compensation package for Mr. Leatherman based on survey data presented by its compensation consultant and consistent with our compensation philosophy:

Mr. Leatherman is not eligible to participate in the Executive Severance Plan.

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Compensation of Interim CFO: With the departure of Mr. Burke as Chief Financial Officer, the Company hired Mark Zorko on an interim basis to perform the functions of Chief Financial Officer of the Company, effective June 21, 2014. The Company approved a special compensation package for Mr. Zorko based on Mr. Burke’s (the former CFO) cash compensation consisting of the following:

Because Mr. Zorko was hired on an interim basis, he did not receive any equity awards and is not eligible to participate in the Executive Severance Plan or the Special Severance Plan.

Recoupment and Forfeiture of Incentive Compensation Policy:Landauer’s executive officers may be required to repay previously awarded incentive compensation to the Company in certain circumstances and to the extent permitted under applicable law.

To the extent the Compensation Committee determines that an executive officer engaged in conduct that causes significant losses or reputational harm to the Company, the Committee will determine whether, and to what extent, recoupment of incentive awards may be appropriate based on the facts and circumstances involved. If any of the Company’s financial statements are required to be restated, resulting from errors, omissions, or fraud, the Committee may in its discretion, to the extent the Committee determines that an executive officer’s gross negligence or misconduct caused or contributed to the need for the financial restatement, direct the Company to recover all or a portion of any incentive award payment (whether in the form of cash or equity) made to any or all of its executive officers with respect to the 36 month36-month period following first issuance or filing of the financial results required to be restated. In exercising its discretion, the Committee shall consider all facts and circumstances it deems relevant, such as the degree to which the restatement was material and the degree of an executive officer’s involvement in the circumstances leading to the restatementrestatement.

The amount to be recovered from any executive officer based on a financial restatement shall be the amount by which the affected incentive award(s) exceeded the amount that would have been paid based on the financial statements as restated, or any greater or lesser amount (up to and including the entire award) that the Committee may determine. The Committee may determine to recover different amounts from different executive officers on such bases as it shall deem appropriate.

The Committee shall determine, subject to applicable law, whether the Company shall affect such incentive award recovery (i) by seeking recoupment from the executive officer; (ii) by reducing the amount that would otherwise be payable to the executive officer under any compensatory plan, program, or arrangement maintained by the Company; (iii) by withholding payment of future increases in compensation (including payment of any discretionary bonus amount) or grants of compensatory awards that would otherwise have been made; or (iv) by any combination of the foregoing.

As disclosed in the 8-K filed February 2, 2015, the Company will be restating its consolidated financial statements as of September 30, 2013 and 2012 and for the years then ended included in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2013. In light of this restatement, the Compensation Committee is considering whether the policy described in this paragraph should apply.

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COMPENSATION COMMITTEE REPORTCompensation Committee Report

The Compensation Committee of the Company has reviewed and discussed the Compensation Discussion and AnalysisCD&A required by Item 402(b) of Regulation S-K with management and, based on such review and discussions, the Compensation Committee recommended to the Board that the Compensation Discussion and AnalysisCD&A be included in this Proxy Statement and in the Company’s 20142015 Annual Report on Form 10-K.

Members of the Compensation Committee:

William G. Dempsey, Chairman

Jeffrey A. Bailey

Stephen C. Mitchell

Thomas M. White

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SUMMARY COMPENSATION TABLE FOR FISCAL YEAR ENDED SEPTEMBER 30, 2015