IRIDEX CORP Elects New Directors, Details Executive Compensation

TL;DR

IRIDEX adds two board members and lays out exec pay details.

AI Summary

On June 18, 2024, IRIDEX CORP announced the election of two new directors, Dr. David S. Bear and Mr. Robert L. W. Smith, to its Board of Directors. The company also disclosed compensatory arrangements for its named executive officers, including base salaries, potential bonuses, and equity awards, as detailed in the filing.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy and governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: low — This filing primarily concerns routine corporate governance matters such as director elections and executive compensation disclosures.

Key Players & Entities

• IRIDEX CORP (company) — Registrant
• Dr. David S. Bear (person) — Newly elected director
• Mr. Robert L. W. Smith (person) — Newly elected director
• June 18, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.01 — ch Registered Common Stock, par value $0.01 per share IRIX Nasdaq Global Market

Filing Documents

• irix-20240618.htm (8-K) — 66KB
• 0000950170-24-075755.txt ( ) — 182KB
• irix-20240618.xsd (EX-101.SCH) — 29KB
• irix-20240618_htm.xml (XML) — 4KB

07. Submission of Matters to a Vote of Security Holders

Item 5.07. Submission of Matters to a Vote of Security Holders. The 2024 Annual Meeting of Stockholders (the "Annual Meeting") of the Company was held on June 18, 2024, at the Company's headquarters located at 1212 Terra Bella Avenue, Mountain View, CA 94043. As of April 25, 2024, the record date of the Annual Meeting, 16,252,948 shares of the Company's common stock were outstanding and entitled to vote at the Annual Meeting. Present at the Annual Meeting in person or by proxy were holders of 10,605,381 shares, or 65.25%, of the Company's common stock, constituting a quorum for the transaction of business. The proposals voted upon at the meeting and the vote with respect to each such matter are as set forth below: Proposal 1: Election of Directors. Nominee For Withheld Broker Non-Votes David I. Bruce 5,036,255 1,296,459 4,272,667 Robert Grove, Ph.D. 5,063,161 1,269,553 4,272,667 Beverly A. Huss 5,597,417 735,297 4,272,667 Kenneth E. Ludlum 5,050,257 1,282,457 4,272,667 Scott Shuda 5,680,036 652,678 4,272,667 Based on the votes set forth above, each director nominee was duly elected to serve until the 2025 Annual Meeting of Stockholders or until his or her respective successor is duly elected and qualified or until his or her earlier death, resignation or removal. Proposal 2: To ratify the appointment of BPM LLP as the Company's independent registered public accounting firm for the fiscal year ending December 28, 2024. For Against Abstain Broker Non-Votes 10,213,704 94,347 297,330 0 Based on the votes set forth above, the stockholders ratified the appointment of BPM LLP as the Company's independent registered public accounting firm for the fiscal year ending December 28, 2024. Proposal 3: To conduct an advisory vote to approve the compensation of the Company's named executive officers. For Against Abstain Broker Non-Votes 4,635,945 1,352,835 343,934 4,272,667 The stockholder

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. - 2 - (d) Exhibits 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). - 3 -

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. IRIDEX CORPORATION By: /s/ David I. Bruce David I. Bruce Chief Executive Officer Date: June 20, 2024 - 4 -

View Full Filing

View this 8-K filing on SEC EDGAR