Envista Holdings Corp. Files Definitive Proxy Statement

TL;DR

<b>Envista Holdings Corp. has filed its Definitive Proxy Statement for the period ending May 21, 2024, detailing executive compensation and equity awards.</b>

AI Summary

Envista Holdings Corp (NVST) filed a Proxy Statement (DEF 14A) with the SEC on April 8, 2024. Envista Holdings Corp. filed a Definitive Proxy Statement (DEF 14A) on April 8, 2024. The filing covers the period ending May 21, 2024. The company's principal executive offices are located at 200 S. Kraemer Blvd., Bldg. E, Brea, CA 92821. Envista Holdings Corp. was formerly known as DH Dental Holding Corp. until October 25, 2018. The filing includes data related to equity awards granted to PEO and Non-PEO members for the fiscal years 2020 through 2023.

Why It Matters

For investors and stakeholders tracking Envista Holdings Corp, this filing contains several important signals. This DEF 14A filing provides crucial information for shareholders regarding executive compensation, director elections, and other corporate governance matters ahead of the annual meeting. Shareholders can use this document to make informed voting decisions on proposals presented by the company's management and board of directors.

Risk Assessment

Risk Level: low — Envista Holdings Corp shows low risk based on this filing. The filing is a routine DEF 14A, providing standard disclosures without immediate financial or operational news.

Analyst Insight

Review the executive compensation details and any shareholder proposals within the DEF 14A to understand management's incentives and potential governance changes.

Key Numbers

• 2024-04-08 — Filing Date (Date the DEF 14A was filed)
• 2024-05-21 — Period of Report End Date (The period covered by the proxy statement)
• 2023-12-31 — Fiscal Year End (Envista Holdings Corp.'s fiscal year end)

Key Players & Entities

• Envista Holdings Corp. (company) — Filer of the DEF 14A
• 200 S. Kraemer Blvd., Bldg. E, Brea, CA 92821 (location) — Business and mailing address
• DH Dental Holding Corp. (company) — Former name of Envista Holdings Corp.
• 20181025 (date) — Date of name change from DH Dental Holding Corp.

FAQ

Industry Context

Envista Holdings Corp. operates in the dental equipment and supplies industry.

Regulatory Implications

The filing is a DEF 14A, a standard SEC filing required for public companies soliciting proxies from shareholders.

What Investors Should Do

1. Review the detailed breakdown of executive compensation packages for key management personnel.
2. Analyze any shareholder proposals and management's recommendations for voting.
3. Examine the information regarding director nominees and their qualifications.

Year-Over-Year Comparison

This is a DEF 14A filing, which is a routine disclosure. No prior filing of this specific type was provided for comparison.

Key Financial Figures

• $2.6 b — s. In 2023, we generated total sales of $2.6 billion, of which approximately 85% were
• $2,566.5 — share amounts 2023 2022 Total Revenue $2,566.5 $2,569.1 Total Sales Growth (0.1) % 2.
• $2,569.1 — ounts 2023 2022 Total Revenue $2,566.5 $2,569.1 Total Sales Growth (0.1) % 2.4 % Core
• $238.0 — ome From Continuing Operations $(100.2) $238.0 Adjusted EBITDA* $464.2 $517.4 Adjust
• $464.2 — tions $(100.2) $238.0 Adjusted EBITDA* $464.2 $517.4 Adjusted EBITDA Margin* 18.1 %
• $517.4 — (100.2) $238.0 Adjusted EBITDA* $464.2 $517.4 Adjusted EBITDA Margin* 18.1 % 20.1 %
• $275.7 — Cash Provided by Operating Activities $275.7 $182.7 Free Cash Flow* $223.6 $110.3
• $182.7 — Provided by Operating Activities $275.7 $182.7 Free Cash Flow* $223.6 $110.3 (Loss)
• $223.6 — tivities $275.7 $182.7 Free Cash Flow* $223.6 $110.3 (Loss) Diluted Earnings from Co
• $110.3 — s $275.7 $182.7 Free Cash Flow* $223.6 $110.3 (Loss) Diluted Earnings from Continuin
• $1.34 — Continuing Operations Per Share $(0.60) $1.34 Adjusted Diluted Earnings Per Share* $
• $1.53 — 4 Adjusted Diluted Earnings Per Share* $1.53 $1.94 * See Appendix A for a reconcil
• $1.94 — usted Diluted Earnings Per Share* $1.53 $1.94 * See Appendix A for a reconciliation
• $650,000 — ntensity basis. Invested approximately $650,000 to support mission trips, education opp
• $12,500 — Annual Meeting at an estimated cost of $12,500 plus reimbursement of certain additiona

Filing Documents

• nvst-20240408.htm (DEF 14A) — 1469KB
• nvst-20240408_g1.jpg (GRAPHIC) — 16KB
• nvst-20240408_g10.gif (GRAPHIC) — 17KB
• nvst-20240408_g11.jpg (GRAPHIC) — 122KB
• nvst-20240408_g12.jpg (GRAPHIC) — 48KB
• nvst-20240408_g13.jpg (GRAPHIC) — 27KB
• nvst-20240408_g14.jpg (GRAPHIC) — 29KB
• nvst-20240408_g15.jpg (GRAPHIC) — 29KB
• nvst-20240408_g16.jpg (GRAPHIC) — 26KB
• nvst-20240408_g17.jpg (GRAPHIC) — 111KB
• nvst-20240408_g18.jpg (GRAPHIC) — 82KB
• nvst-20240408_g2.jpg (GRAPHIC) — 26KB
• nvst-20240408_g3.jpg (GRAPHIC) — 269KB
• nvst-20240408_g4.jpg (GRAPHIC) — 221KB
• nvst-20240408_g5.jpg (GRAPHIC) — 29KB
• nvst-20240408_g6.jpg (GRAPHIC) — 26KB
• nvst-20240408_g7.jpg (GRAPHIC) — 60KB
• nvst-20240408_g8.gif (GRAPHIC) — 15KB
• nvst-20240408_g9.jpg (GRAPHIC) — 62KB
• 0001757073-24-000033.txt (&nbsp;) — 5214KB
• nvst-20240408.xsd (EX-101.SCH) — 3KB
• nvst-20240408_def.xml (EX-101.DEF) — 4KB
• nvst-20240408_lab.xml (EX-101.LAB) — 5KB
• nvst-20240408_pre.xml (EX-101.PRE) — 3KB
• nvst-20240408_htm.xml (XML) — 125KB

Executive Compensation Tables 43

Executive Compensation Tables 43 Summary Compensation Table 43 Grants of Plan-Based Awards for Fiscal 2023 45 Outstanding Equity Awards at 2023 Fiscal Year-End 46 Option Exercises and Stock Vested During Fiscal 2023 48 2023 Nonqualified Deferred Compensation 49 Potential Payments Upon Termination or Change-of-Control as of 2023 Fiscal Year-End 49 Agreements with our NEOs 51 Employee Benefit Plans 52 CEO Pay Ratio 55 Pay Versus Performance 56 Equity Compensation Plan Information 60 Director Compensation 61 Director Compensation Philosophy 61 Process for Setting Director Compensation 61 Director Compensation Structure 61 Director Stock Ownership Requirements and Hedging / Pledging Policy 62 Director Summary Compensation Table 62 Proposal 2 – Ratification of Independent Registered Public Accounting Firm 63 Fees Paid to Independent Registered Public Accounting Firm 63 Audit Committee Pre-Approval of Audit and Permissible Non-Audit Services of Independent Auditors 63 Audit Committee Report 64 Proposal 3 – Advisory Vote on Executive Compensation 65 Proposal 4 – Approval of an Amendment to Our Second Amended and Restated Certificate of Incorporation to Include an Officer Exculpation Provision 66 Delinquent Section 16(a) Reports 68 Other Matters 68 Website Disclosure 68 Stockholder Proposals for Next Year's Annual Meeting 69 Appendix A - Reconciliation of GAAP to Non-GAAP Financial Measures (Unaudited) A - 1 Appendix B - Certificate of Amendment to the Second Amended and Restated Certificate of Incorporation of Envista Holdings Corporation B - 1 Proxy Statement Summary To assist you in reviewing the proposals to be acted upon at our 2024 Annual Meeting, below is summary information regarding the meeting. For more information about these topics, please review the complete Proxy Statement. This Proxy Statement and proxy card are first being sent to our stockholders on or about April 8, 2024. 2024 Annual Meeting o

Executive Compensation Highlights

Executive Compensation Highlights Overview of Executive Compensation Program The components of our executive compensation program are intended to support our human capital strategy and to further stockholder interests as follows: ELEMENT FORM OF COMPENSATION PRIMARY OBJECTIVES Base Salary Cash Help attract and retain executive talent. Balance pay-at-risk components by providing a stable source of income. Recognize day-to-day role and scope of responsibility. Annual Incentive Compensation Cash Align executives with key strategic and operational initiatives. Reward performance on key annual financial measures, including core sales growth, profitability and cash flow generation. Motivate and reward teamwork and individual performance. Long-Term Incentive Compensation PSUs Stock Options RSUs Drive sustainable performance that delivers value to stockholders over the long-term. Provide direct alignment to stock price appreciation. Promote the long-term retention of our executive officers. Align the interest of the executive with those of the stockholders. PSUs reward performance on key financial measures, including core sales growth and adjusted EBITDA margin, measured over a three-year period, as modified by relative total stockholder return over a three-year period. Other Compensation Employee Benefits Perquisites Severance Provide a competitive compensation package. Reinforce alignment with stockholder interests through deferrals in Company stock and, also, retention through vesting restrictions (e.g., ECP & EDIP). Support corporate objectives (e.g., relocation and tax equalization benefits). 6 Compensation Governance Highlights Our approach to executive compensation reflects a range of practices that promote alignment between the interests of executives and those of stockholders, as illustrated below. 7 Proxy Statement Envista Holdings Corporation 200 S. Kraemer Boulevard, Building E Brea, CA 92821 2024 Annual Meeting of Stockholde

View Full Filing

View this DEF 14A filing on SEC EDGAR