Nephros Inc. Announces 2024 Annual Meeting of Stockholders

TL;DR

<b>Nephros Inc. will hold its 2024 Annual Meeting of Stockholders virtually on May 23, 2024, to elect directors, ratify auditors, and approve equity plans and executive compensation.</b>

AI Summary

NEPHROS INC (NEPH) filed a Proxy Statement (DEF 14A) with the SEC on April 12, 2024. Annual Meeting scheduled for May 23, 2024, to be held virtually. Key agenda items include election of two directors, ratification of independent auditors, and approval of the 2024 Equity Incentive Plan. Stockholders will also vote on advisory approval of named executive officer compensation. Record date for stockholder eligibility is April 2, 2024. Baker Tilly US, LLP is proposed as the independent registered public accounting firm for fiscal year 2024.

Why It Matters

For investors and stakeholders tracking NEPHROS INC, this filing contains several important signals. Stockholders have the opportunity to influence the company's governance by electing directors and approving key compensation and incentive plans. The ratification of the independent auditor is crucial for maintaining financial transparency and investor confidence.

Risk Assessment

Risk Level: low — NEPHROS INC shows low risk based on this filing. The filing is a routine proxy statement for an annual meeting with no immediate financial or operational concerns highlighted.

Analyst Insight

Review the proposals for director elections and the 2024 Equity Incentive Plan to understand potential impacts on company strategy and shareholder value.

Key Numbers

• 2 — Directors to be elected (To serve a three-year term expiring in 2027)
• 2024 — Fiscal Year (For which Baker Tilly US, LLP is proposed as auditor)
• 2024 — Equity Incentive Plan Year (Proposed plan)

Key Players & Entities

• NEPHROS INC (company) — Registrant
• Baker Tilly US, LLP (company) — Proposed independent registered public accounting firm
• May 23, 2024 (date) — Annual Meeting date
• April 2, 2024 (date) — Record date for stockholders
• 2024 Equity Incentive Plan (plan) — Proposed plan for approval

FAQ

Industry Context

Nephros Inc. operates in the medical instruments and apparatus industry, focusing on products for kidney disease.

Regulatory Implications

The filing is made under Section 14(a) of the Securities Exchange Act of 1934, governing proxy solicitations.

What Investors Should Do

1. Review the biographies and qualifications of the director nominees.
2. Evaluate the terms and potential impact of the 2024 Equity Incentive Plan.
3. Understand the advisory vote on executive compensation and its alignment with company performance.

Key Dates

• 2024-05-23: Annual Meeting of Stockholders — Election of directors, ratification of auditors, approval of equity plan and executive compensation.
• 2024-04-02: Record Date — Determines stockholders eligible to vote at the Annual Meeting.

Year-Over-Year Comparison

This is a definitive proxy statement (DEF 14A) filed for the 2024 Annual Meeting of Stockholders.

Filing Documents

• formdef14a.htm (DEF 14A) — 671KB
• formdef14a_001.jpg (GRAPHIC) — 5KB
• formdef14a_003.jpg (GRAPHIC) — 75KB
• proxy_001.jpg (GRAPHIC) — 215KB
• proxy_002.jpg (GRAPHIC) — 191KB
• 0001493152-24-014442.txt (&nbsp;) — 1343KB

From the Filing

DEF 14A 1 formdef14a.htm UNITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Securities Exchange Act of 1934 Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material Under Rule 14a-12 NEPHROS, INC. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): No fee required. Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. (1) Title of each class of securities to which transaction applies: (2) Aggregate number of securities to which transaction applies: (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined): (4) Proposed maximum aggregate value of transaction: (5) Total fee paid: Fee paid previously with preliminary materials. Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. (1) Amount Previously Paid: (2) Form, Schedule or Registration Statement No.: (3) Filing Party: (4) Date Filed: Notice Date: April 12, 2024 Nephros, Inc. 380 Lackawanna Place South Orange, New Jersey 07079 NOTICE OF ANNUAL MEETING OF STOCKHOLDERS To Be Held Thursday, May 23, 2024 To Stockholders of Nephros, Inc.: The Annual Meeting of Stockholders of Nephros, Inc., a Delaware corporation (the &ldquo;Company&rdquo;), will be held virtually and conducted live via webcast on Thursday, May 23, 2024, at 10:00 a.m., Eastern Time, for the following purposes, each of which is more fully described in the attached proxy statement: Elect two directors to serve a three-year term expiring in 2027; Ratify the appointment of Baker Tilly US, LLP as the Company&rsquo;s independent registered public accounting firm for the fiscal year ending December 31, 2024; Approve the 2024 Equity Incentive Plan; Approve the compensation of the Company&rsquo;s named executive officers on an advisory (non-binding) basis; and Act upon such other matters as may properly come before the meeting or any adjournment thereof. The Board of Directors has fixed the close of business on April 2, 2024 as the record date for the determination of stockholders entitled to notice of and to vote at the virtual Annual Meeting or any adjournment thereof. This year&rsquo;s Annual Meeting will be held virtually and will be conducted live via webcast. You will be able to attend the virtual Annual Meeting online and submit your questions during the virtual Annual Meeting by visiting virtualshareholdermeeting.com/NEPH2024. You will also be able to vote your shares electronically at the virtual Annual Meeting. We are excited to continue to utilize the latest technology to provide ready access, real-time communication and cost savings for our stockholders and the Company. We believe that hosting a virtual Annual Meeting will facilitate stockholder attendance and participation from any location in the world. Whether or not you plan to attend the virtual Annual Meeting, please vote your shares by proxy. You may vote by proxy over the telephone or the Internet as instructed in the accompanying proxy statement. If you received a proxy card or voting instruction form by mail, you may submit your proxy card or voting instruction form by completing, signing, dating and mailing your proxy card or voting instruction form in the envelope provided. Any stockholder attending live via webcast may vote at the virtual Annual Meeting, even if you already returned a proxy card or voting instruction form or voted by proxy over the telephone or the Internet. Please note, however, that if your shares are held of record by a broker, bank or other agent and you wish to vote at the virtual Annual Meeting, you must obtain a proxy issued in your name from that such broker, bank or other agent. By Order of the Board of Directors Robert Banks President and Chief Executive Officer IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON MAY 23, 2024 : The proxy statement and the Company&rsquo;s Annual Report on Form 10-K for the year ended December 31, 2023 are available at http://materials.proxyvote.com/640671. Nephros, Inc. 380 Lackawanna Place South Orange, New Jersey 07079 PROXY ANNUAL MEETING OF STOCKHOLDERS THURSDAY, MAY 23, 2024 INFORMATION CONCERNING SOLICITATION AND VOTING The Board o

View Full Filing

View this DEF 14A filing on SEC EDGAR