Bruker Corp. Files Definitive Proxy Statement (DEF 14A)

Ticker: BRKRP · Form: DEF 14A · Filed: Apr 19, 2024 · CIK: 1109354

Bruker Corp DEF 14A Filing Summary
FieldDetail
CompanyBruker Corp (BRKRP)
Form TypeDEF 14A
Filed DateApr 19, 2024
Risk Levellow
Pages15
Reading Time18 min
Key Dollar Amounts$0.01
Sentimentneutral

Sentiment: neutral

Topics: DEF 14A, Proxy Statement, Bruker Corp, Executive Compensation, Corporate Governance

TL;DR

<b>Bruker Corp. has filed its Definitive Proxy Statement (DEF 14A) for the fiscal year ending December 31, 2023.</b>

AI Summary

BRUKER CORP (BRKRP) filed a Proxy Statement (DEF 14A) with the SEC on April 19, 2024. Bruker Corp. filed a Definitive Proxy Statement (DEF 14A) on April 19, 2024. The filing covers the fiscal year ending December 31, 2023. The company's principal executive offices are located at 40 Manning Rd, Billerica, MA 01821. Bruker Corp. was formerly known as Bruker Biosciences Corp. and Bruker Daltonics Inc. The SIC code for Bruker Corp. is 3826, indicating Laboratory Analytical Instruments.

Why It Matters

For investors and stakeholders tracking BRUKER CORP, this filing contains several important signals. This filing provides detailed information on executive compensation, board of directors, and shareholder proposals, which are crucial for investors to understand governance and potential impacts on stock value. As a DEF 14A filing, it signals upcoming shareholder meetings and voting matters, allowing investors to prepare for key corporate decisions.

Risk Assessment

Risk Level: low — BRUKER CORP shows low risk based on this filing. The filing is a routine proxy statement, providing standard disclosures without immediate financial or operational news, thus posing low risk.

Analyst Insight

Review the executive compensation and board member details to assess corporate governance and alignment with shareholder interests.

Key Numbers

  • 38 — Public Document Count (CONFORMED SUBMISSION TYPE: DEF 14A)
  • 2023-12-31 — Fiscal Year End (FISCAL YEAR END)
  • 2024-04-19 — Filing Date (FILED AS OF DATE)
  • 000-30833 — SEC File Number (SEC FILE NUMBER)

Key Players & Entities

  • BRUKER CORP (company) — FILER
  • 0000950170-24-046045 (filing_id) — ACCESSION NUMBER
  • 2024-04-19 (date) — FILED AS OF DATE
  • 2024-05-30 (date) — CONFORMED PERIOD OF REPORT
  • 0001109354 (company_id) — CENTRAL INDEX KEY
  • 3826 (industry_code) — STANDARD INDUSTRIAL CLASSIFICATION
  • DE (state) — STATE OF INCORPORATION
  • 1231 (fiscal_year) — FISCAL YEAR END

FAQ

When did BRUKER CORP file this DEF 14A?

BRUKER CORP filed this Proxy Statement (DEF 14A) with the SEC on April 19, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by BRUKER CORP (BRKRP).

Where can I read the original DEF 14A filing from BRUKER CORP?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by BRUKER CORP.

What are the key takeaways from BRUKER CORP's DEF 14A?

BRUKER CORP filed this DEF 14A on April 19, 2024. Key takeaways: Bruker Corp. filed a Definitive Proxy Statement (DEF 14A) on April 19, 2024.. The filing covers the fiscal year ending December 31, 2023.. The company's principal executive offices are located at 40 Manning Rd, Billerica, MA 01821..

Is BRUKER CORP a risky investment based on this filing?

Based on this DEF 14A, BRUKER CORP presents a relatively low-risk profile. The filing is a routine proxy statement, providing standard disclosures without immediate financial or operational news, thus posing low risk.

What should investors do after reading BRUKER CORP's DEF 14A?

Review the executive compensation and board member details to assess corporate governance and alignment with shareholder interests. The overall sentiment from this filing is neutral.

How does BRUKER CORP compare to its industry peers?

Bruker Corp. operates in the scientific instruments industry, specifically focusing on laboratory analytical instruments.

Are there regulatory concerns for BRUKER CORP?

The filing is a DEF 14A, a standard SEC filing required for public companies to solicit proxies from shareholders for annual or special meetings.

Industry Context

Bruker Corp. operates in the scientific instruments industry, specifically focusing on laboratory analytical instruments.

Regulatory Implications

The filing is a DEF 14A, a standard SEC filing required for public companies to solicit proxies from shareholders for annual or special meetings.

What Investors Should Do

  1. Analyze the compensation details for named executive officers.
  2. Review proposals to be voted on by shareholders.
  3. Examine the composition and independence of the Board of Directors.

Key Dates

  • 2024-04-19: Filing Date — Filing of Definitive Proxy Statement (DEF 14A)
  • 2023-12-31: Fiscal Year End — Period covered by the proxy statement

Year-Over-Year Comparison

This is a DEF 14A filing, which is a routine disclosure and does not represent a change from previous filings in terms of its nature, but provides updated information for the current fiscal year.

Filing Stats: 4,603 words · 18 min read · ~15 pages · Grade level 11.4 · Accepted 2024-04-19 16:34:21

Key Financial Figures

  • $0.01 — t of all of our common stock, par value $0.01 per share, or Common Stock, issued, out

Filing Documents

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 14 EXECUTIVE OFFICERS 16 ENVIRONMENTAL, SOCIAL, AND CORPORATE GOVERNANCE (ESG) 18 COMPENSATION DISCUSSION AND ANALYSIS 18 Executive Overview 19 2023 Say on Pay Vote 20

Executive Compensation Philosophy and Process

Executive Compensation Philosophy and Process 20 Components of Named Executive Officer Compensation 24 Mix of Compensation 24 2023 Base Salaries 25 Cash Incentive Plans and Review of 2023 Performance 25 Total NEO Incentive Award Payments 31 2023 Long-Term Incentive Awards 31 Executive Benefits 32 Employment Contracts, Termination of Employment and Change in Control Arrangements 32 Section 162(m) Limitations 33 Stock Ownership Guidelines 33 Compensation Recovery/Clawback Policy 34 Equity Award Grant Practices 34 Policies on Hedging and Pledging of Shares 34 COMPENSATION COMMITTEE REPORT 34 SUMMARY OF EXECUTIVE COMPENSATION 35 Summary Compensation Table 35 2023 Grants of Plan-Based Awards 36 Outstanding Equity Awards at December 31, 2023 37 2023 Option Exercises and Stock Vested 38 Pension Benefits 38 2023 Pension Benefits Table 39 2023 Non-Qualified Deferred Compensation Table 39 Securities Authorized For Issuance Under Equity Compensation Plans 40 Potential Payments upon Termination or Change-in-Control 40 Pay Ratio Disclosure 41 Pay Versus Performance Disclosure 42 Relationship Between PEO and Non-PEO NEO Compensation Actually Paid and Company Total Shareholder Return ("TSR") 44 Relationship Between PEO and Non-PEO NEO Compensation Actually Paid and Net Income 44 Relationship Between PEO and Non-PEO NEO Compensation Actually Paid and Non-GAAP Diluted EPS 45 Tabular List of the Most Important Financial Performance Measures 45 RELATED PERSONS TRANSACTIONS 46 Review and Approval of Transactions with Related Persons 46 2023 Transactions with Related Persons 46 DELINQUENT SECTION 16(A) REPORTS 47 AUDIT COMMITTEE REPORT 48 PROPOSAL NO. 2 ADVISORY VOTE ON THE 2023 COMPENSATION OF NAMED EXECUTIVE OFFICERS 49 PROPOSAL NO. 3 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 50 Independent Registered Public Account

– Election of Three

Item 1 – Election of Three Class III Directors: "For" all nominees; "For" all nominees Plurality: the individuals who receive the greatest number of votes cast "For" will be elected No impact on election outcome William Linton, Ph.D. "Withhold" for all nominees; or Adelene Q. Perkins "Withhold" from one or more nominees Robert J. Rosenthal, Ph.D .

– Approval on an

Item 2 – Approval on an Advisory Basis of the 2023 Compensation of Our Named Executive Officers "For," "Against," or "Abstain" "For" Majority of shares present and entitled to vote Abstentions are treated as votes "against" Broker non-votes have no effect

– Ratification of the

Item 3 – Ratification of the Appointment of PricewaterhouseCoopers LLP as our Independent Registered Public Accounting Firm for the fiscal year 2024 "For," "Against," or "Abstain" "For" Majority of shares present and entitled to vote Abstentions are treated as votes "against" There are no broker non- votes since brokers, banks or other nominees may vote customers' shares in their discretion 1 Bruker Proxy Statement 2024 Any proxy that is voted according to the instructions included in the Notice or on the Proxy Card will be voted in the manner instructed by the stockholder, and if Proxy Cards are signed and returned but no instructions are given, the shares represented thereby will be voted "FOR" all nominees for director in Proposal No. 1, and "FOR" approval of Proposals No. 2 and 3. In addition, if other matters come before the meeting, the persons named in the accompanying proxy will have discretion to vote on those matters in accordance with their best judgment. Stockholders of record may revoke their proxies by attending the 2024 Annual Meeting online and virtually casting their votes or by giving written notice of revocation to the Secretary of Bruker at any time before the proxy is exercised. Please note, however, that if your shares are held of record by a broker, bank or nominee and you wish to vote at the meeting, you will not be permitted to vote at the meeting online unless you first obtain a proxy issued in your name from the record holder. If your shares are held in the "street name" of a broker or other nominee, the broker or nominee may not be permitted to exercise voting discretion with respect to certain of the proposals to be acted upon. If the broker or nominee is not given instructions as to how to vote such shares, the broker has authority to vote those shares for or against "routine" matters, such as Proposal No. 3. Brokers cannot vote on their customers' behalf on "non-routine" matters such as Proposals No. 1, and

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