AngioDynamics Shifts to Med Tech, Reports 8.1% Pro-Forma Growth

TL;DR

**ANGO is shedding dead weight and its Med Tech focus is finally showing real growth, making it a buy for long-term players.**

AI Summary

AngioDynamics, Inc. (ANGO) is holding its Annual Meeting of Shareholders on November 10, 2025, virtually, to vote on the election of two Class I directors, the ratification of Deloitte & Touche LLP as its independent registered public accounting firm for fiscal year 2026, and an advisory 'Say-on-Pay' vote for named executive officers. For the fiscal year ended May 31, 2025, the company reported a GAAP revenue decline of 3.8%, primarily due to the divestiture of PICCs, Midline, dialysis, and BioSentry businesses, and the discontinuation of RadioFrequency Ablation and Syntrax product lines, which collectively impacted sales by $33.4 million. However, on a pro-forma basis, excluding these divested products, revenue grew 8.1%. The Med Tech segment, including Auryon, Mechanical Thrombectomy (AngioVac and AlphaVac), and NanoKnife, demonstrated strong growth of 19.5% in fiscal year 2025, highlighting the company's strategic shift towards high-growth technology platforms. The Board of Directors unanimously recommends a 'FOR' vote on all proposals, emphasizing the company's strategic transformation into a growth-oriented, technology-driven entity.

Why It Matters

This DEF 14A filing signals AngioDynamics' continued strategic pivot towards high-growth Med Tech platforms like Auryon and NanoKnife, moving away from divested legacy businesses. For investors, the 8.1% pro-forma revenue growth in fiscal year 2025, despite a GAAP decline, indicates a potentially healthier core business, but the $33.4 million impact from divestitures highlights ongoing portfolio restructuring. Employees in the Med Tech segment may see increased investment and opportunities, while those in divested or discontinued product lines face uncertainty. Customers will experience a more focused product offering, potentially leading to enhanced innovation in specific therapeutic areas, positioning ANGO to better compete with larger medical device companies in these specialized markets.

Risk Assessment

Risk Level: medium — The company reported a GAAP revenue decline of 3.8% for fiscal year 2025, primarily due to a $33.4 million impact from divested and discontinued product lines. While pro-forma growth of 8.1% in the Med Tech segment is positive, the overall revenue contraction and the ongoing portfolio transformation introduce execution risk and potential for further short-term volatility.

Analyst Insight

Investors should closely monitor the performance of AngioDynamics' Med Tech segment, particularly Auryon, Mechanical Thrombectomy, and NanoKnife, as these are the drivers of future growth. Consider the long-term implications of the strategic transformation, weighing the potential for sustained pro-forma growth against the short-term revenue declines from divestitures.

Financial Highlights

debt To Equity

X.X

revenue

$X

operating Margin

X%

total Assets

$X

total Debt

$X

net Income

$X

eps

$X

gross Margin

X%

cash Position

$X

revenue Growth

-3.8%

Revenue Breakdown

Executive Compensation

Key Numbers

• -3.8% — GAAP Revenue Decline (For the fiscal year ended May 31, 2025, due to divestitures and discontinuations.)
• $33.4 million — Sales Impact from Divestitures (Total impact on sales from the sale of PICCs, Midline, dialysis, BioSentry, and discontinuation of RadioFrequency Ablation and Syntrax product lines in fiscal year 2025.)
• 8.1% — Pro-Forma Revenue Growth (Excluding the impact of divested products for fiscal year 2025.)
• 19.5% — Med Tech Segment Revenue Growth (In fiscal year 2025, including Auryon, Mechanical Thrombectomy, and NanoKnife.)
• 67% — CEO's Performance-Based Compensation (Of target total compensation for fiscal year 2025, aligning executive interests with shareholders.)
• 7 of 8 — Independent Directors (Composition of the Board, indicating strong governance.)
• 3 times — CEO Stock Ownership Requirement (Valued at three times base salary, promoting alignment.)
• 41,076,119 — Outstanding Shares (As of the record date September 18, 2025, entitled to vote at the Annual Meeting.)

Key Players & Entities

• AngioDynamics, Inc. (company) — Registrant and medical technology company
• James C. Clemmer (person) — President and Chief Executive Officer, Class I director nominee
• Michael E. Tarnoff, MD (person) — Class I director nominee
• Deloitte & Touche LLP (company) — Independent registered public accounting firm
• Lawrence T. Weiss (person) — Senior Vice President, Chief Legal Officer and Corporate Secretary
• U.S. Securities and Exchange Commission (regulator) — Regulatory body for proxy filings
• $33.4 million (dollar_amount) — Impact on sales from divested and discontinued product lines in fiscal year 2025
• Nasdaq (regulator) — Stock market where ANGO is listed

FAQ

Industry Context

The medical technology industry is characterized by rapid innovation, stringent regulatory oversight, and a focus on specialized solutions. Companies like AngioDynamics are navigating a landscape where strategic divestitures of non-core assets are common to focus on high-growth technology platforms. The sector sees significant investment in areas like minimally invasive procedures and advanced therapies for conditions such as thrombotic events.

Regulatory Implications

As a medical technology company, AngioDynamics is subject to extensive regulation by bodies like the FDA. Changes in healthcare policy, reimbursement rates, and compliance requirements can significantly impact revenue and profitability. The company's focus on innovative technologies may also involve navigating complex approval processes for new devices and treatments.

What Investors Should Do

1. Vote FOR Proposal 1: Election of Directors
2. Vote FOR Proposal 2: Ratification of Independent Auditors
3. Vote FOR Proposal 3: Advisory Vote on Executive Compensation

Key Dates

• 2025-11-10: Annual Meeting of Shareholders — Shareholders will vote on director elections, ratification of auditors, and advisory executive compensation.
• 2025-09-18: Record Date for Annual Meeting — Establishes the shareholders eligible to vote at the Annual Meeting.
• 2025-05-31: Fiscal Year End — Reporting period for the financial results discussed in the DEF 14A.

Glossary

DEF 14A

A proxy statement filed by a public company with the SEC detailing information about the annual meeting of shareholders, including proposals to be voted on, executive compensation, and director nominations. (This document provides the core information for shareholders to make informed voting decisions.)

Say-on-Pay

An advisory (non-binding) shareholder vote on the compensation of the company's named executive officers. (Allows shareholders to express their views on the company's executive compensation practices.)

Pro-Forma Revenue

Revenue presented as if certain events, such as divestitures or acquisitions, had occurred at an earlier date, allowing for a more comparable view of ongoing operations. (Used to show the underlying growth of AngioDynamics' continuing businesses after accounting for divestitures.)

PICC

Peripherally Inserted Central Catheter, a type of intravenous access device. (One of the product lines divested by AngioDynamics, impacting reported GAAP revenue.)

Mechanical Thrombectomy

A medical procedure to remove blood clots from blood vessels. (A key growth area within AngioDynamics' Med Tech segment, including products like AngioVac and AlphaVac.)

Year-Over-Year Comparison

This filing indicates a strategic shift for AngioDynamics, moving from a reported GAAP revenue decline of 3.8% in FY2025 due to significant divestitures, to a pro-forma revenue growth of 8.1%. This contrasts with potential prior periods where revenue may have been more stable or growing organically without such large-scale portfolio adjustments. The focus on the Med Tech segment's 19.5% growth highlights a deliberate pivot towards higher-margin, technology-driven products, suggesting a potential improvement in future profitability and market positioning compared to the previous year's operational structure.

Key Financial Figures

• $33.4 million — s, the total of which impacted sales by $33.4 million compared to the year ended May 31, 2024

Filing Documents

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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 2025, 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 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. These prac

EXECUTIVE COMPENSATION 20

EXECUTIVE COMPENSATION 20 Compensation Discussion and Analysis 20 Summary Compensation Table for Fiscal Year 2025 32 Grants of Plan-Based Awards for Fiscal Year 2025 34 Outstanding Equity Awards at Fiscal 2025 Year-End 35 Option Exercises and Stock Vested for Fiscal Year 2025 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 49 Adoption of Proposal 3 49 Recommendation of the Board of Directors 49 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS 50 ANNUAL REPORT 51 SHAREHOLDER PROPOSALS AND NOMINATIONS 52 OTHER MATTERS 53 ANGIODYNAMICS, INC. 14 Plaza Drive Latham, New York 12110 PROXY STATEMENT FOR ANNUAL MEETING OF SHAREHOLDERS OF ANGIODYNAMICS, INC. November 10, 2025 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 2025 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 10, 2025 at 12:00 p.m., Eastern Time. The Annual Meeting will be held virtually via live webcast at www.virtualshareholdermeeting.com/ANGO2025. There will be no physical in-person meeting. Only shareholders who held shares at the close of business on Thursday, September 18, 2025 are entitled to notice of and to vote at the meeting, or at any adjournments or postponements thereof. You may vote during the Annual

View Full Filing

View this DEF 14A filing on SEC EDGAR