ANGIOMEDICS INC Files DEF 14A for Executive Compensation

TL;DR

ANGIOMEDICS INC DEF 14A out: exec pay details for FY24, equity awards for PEOs & NEOs 2021-2024.

AI Summary

ANGIOMEDICS INC filed a DEF 14A on September 26, 2024, detailing executive compensation and other corporate matters for the fiscal year ending May 31, 2024. The filing includes information on equity awards granted to both principal executive officers (PEO) and non-PEO named executive officers (NEO) for the fiscal years 2021 through 2024.

Why It Matters

This filing provides transparency into how ANGIOMEDICS INC compensates its top executives, which can influence investor decisions and employee morale.

Risk Assessment

Risk Level: low — This is a routine annual filing (DEF 14A) primarily detailing executive compensation and corporate governance, with no immediate red flags.

Key Numbers

• 2024 — Fiscal Year (Information pertains to the fiscal year ending May 31, 2024.)
• 2021-2024 — Years Covered (Equity awards data spans from fiscal year 2021 to 2024.)

Key Players & Entities

• ANGIOMEDICS INC (company) — Filer of the DEF 14A
• 0001628280-24-041344 (dollar_amount) — Accession Number for the filing
• 20240926 (dollar_amount) — Filing Date
• 20240531 (dollar_amount) — Fiscal Year End

FAQ

Key Financial Figures

• $48.4 million — s, the total of which impacted sales by $48.4 million compared to the year ended May 31, 2023

Filing Documents

• ango-20240926.htm (DEF 14A) — 1329KB
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• 0001628280-24-041344.txt ( ) — 4651KB
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• ango-20240926_htm.xml (XML) — 152KB

EXECUTIVE COMPENSATION PROGRAM HIGHLIGHTS

EXECUTIVE COMPENSATION PROGRAM HIGHLIGHTS We regularly engage with investors to discuss our strategic direction, financial position and results of operations. This engagement provides valuable feedback on our compensation programs and governance practices. We have set forth below certain key features of our executive compensation program applicable to our named executive officers and key compensation governance practices that strengthen the alignment of our named executive officers' interests with those of our shareholders: Key Compensation Program Features Key Compensation Governance Practices For fiscal year 2024, 67% of our CEO's target total compensation was performance-based (including performance shares, options and short-term incentive compensation) Robust stock ownership guidelines to align executives with our shareholders regarding our long-term performance Mix of fixed and variable compensation, with a strong emphasis on variable, at-risk performance-based compensation Clawback policy that allows the Company to recoup incentive-based compensation paid to executive officers under certain circumstances Short- and long-term compensation opportunities with performance metrics tied to our strategy and performance (including relative total shareholder return) No option repricing or cash buyout of underwater options without shareholder approval 50% of target long-term incentive opportunity is performance-contingent and measured over a three-year period Engagement of an independent compensation consultant with no other ties to the Company or management Full-value stock-based awards with four-year vesting to promote retention Change in control agreements with double trigger severance arrangements Double trigger change in control provision in the 2020 Equity Incentive Plan Active engagement with investors GOVERNANCE HIGHLIGHTS As part of our commitment to high ethical standards, our Board embraces strong governance practices and principles.

EXECUTIVE COMPENSATION 21

EXECUTIVE COMPENSATION 21 Compensation Discussion and Analysis 21 Summary Compensation Table for Fiscal Year 2024 32 Grants of Plan-Based Awards for Fiscal Year 2024 34 Outstanding Equity Awards at Fiscal 2024 Year-End 35 Option Exercises and Stock Vested for Fiscal Year 2024 36 Estimates of Potential Payments Upon Termination or Change in Control 39 CEO Pay Ratio 44 Director Compensation Table 44 PROPOSAL 2 - RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 46 Recommendation of the Board of Directors 46 AUDIT MATTERS 47 Audit Committee Report 47 Principal Accounting Fees and Services 48 Policy on Audit Committee Pre-Approval of Audit and Permissible Non-Audit Services of Independent Registered Public Accounting Firm 48 PROPOSAL 3 - ADVISORY VOTE ON THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS 50 Adoption of Proposal 3 50 Recommendation of the Board of Directors 50 PROPOSAL 4 - APPROVAL OF AN AMENDMENT TO THE ANGIODYNAMICS, INC. 2020 EQUITY INCENTIVE PLAN 51 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS 58 ANNUAL REPORT 59 SHAREHOLDER PROPOSALS AND NOMINATIONS 60 OTHER MATTERS 61 APPENDIX A 62 ANGIODYNAMICS, INC. 14 Plaza Drive Latham, New York 12110 PROXY STATEMENT FOR ANNUAL MEETING OF SHAREHOLDERS OF ANGIODYNAMICS, INC. November 12, 2024 INTRODUCTION We are furnishing this proxy statement to the shareholders of AngioDynamics, Inc. in connection with the solicitation by our Board of Directors of proxies to be voted at our 2024 Annual Meeting of Shareholders referred to in the attached notice and at any adjournments or postponements thereof. The Annual Meeting will be held on November 12, 2024 at 12:00 p.m., Eastern Time. The Annual Meeting will be held virtually via live webcast at www.virtualshareholdermeeting.com/ANGO2024. There will be no physical in-person meeting. Only shareholders who held shares at the close of business on Thursday, September 19, 2024 are entitled to noti

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View this DEF 14A filing on SEC EDGAR