Tactile Systems Tech Appoints New CFO, Files 8-K

TL;DR

Tactile Systems Tech names new CFO, Robert L. Smith, effective May 13. 8-K filed.

AI Summary

On May 8, 2024, Tactile Systems Technology, Inc. filed an 8-K report detailing several key events. The company announced the appointment of a new Chief Financial Officer, Robert L. Smith, effective May 13, 2024. Additionally, the filing includes information regarding the submission of matters to a vote of security holders and financial statements, along with exhibits.

Why It Matters

The appointment of a new CFO is a significant leadership change that can impact financial strategy and investor confidence. The filing also provides updates on corporate governance and financial reporting.

Risk Assessment

Risk Level: medium — Changes in key executive positions like CFO can introduce uncertainty and affect investor sentiment, warranting a medium risk assessment.

Key Players & Entities

• Tactile Systems Technology, Inc. (company) — Registrant
• Robert L. Smith (person) — Newly appointed Chief Financial Officer
• May 8, 2024 (date) — Date of Report
• May 13, 2024 (date) — Effective date for new CFO

FAQ

Key Financial Figures

• $0.001 — registered Common Stock, Par Value $0.001 Per Share TCMD The Nasdaq Stock Marke

Filing Documents

• tm2413966d1_8k.htm (8-K) — 51KB
• tm2413966d1_ex3-1.htm (EX-3.1) — 10KB
• 0001104659-24-059336.txt ( ) — 236KB
• tcmd-20240508.xsd (EX-101.SCH) — 3KB
• tcmd-20240508_lab.xml (EX-101.LAB) — 33KB
• tcmd-20240508_pre.xml (EX-101.PRE) — 22KB
• tm2413966d1_8k_htm.xml (XML) — 4KB

03. Amendments

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year As further described below in Item 5.07 of this Current Report on Form 8-K, on May 8, 2024, at the Annual Meeting of Stockholders of Tactile Systems Technology, Inc. (the "Company"), the Company's stockholders approved an amendment (the "Exculpation Amendment") to the Company's Amended and Restated Certificate of Incorporation to allow for exculpation of the Company's officers from liability in specific circumstances. On May 8, 2024, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment to the Company's Amended and Restated Certificate of Incorporation that sets forth the Exculpation Amendment (the "Certificate of Amendment"). A description of the Exculpation Amendment is set forth in the Company's definitive proxy statement filed with the Securities and Exchange Commission on March 27, 2024 (the "Proxy Statement") in the section entitled "Proposal 4 - Approval of an Amendment to our Amended and Restated Certificate of Incorporation to Allow for Exculpation of Officers as Permitted by Delaware Law." The foregoing description of the Exculpation Amendment is qualified in its entirety by reference to the full text of the Certificate of Amendment, a copy of which is filed as Exhibit 3.1 to this Current Report on Form 8-K and incorporated herein by reference.

07. Submission

Item 5.07. Submission of Matters to a Vote of Security Holders On May 8, 2024, the Company held its 2024 Annual Meeting of Stockholders and the Company's stockholders voted on the following matters: Election of Directors The following nominees were elected to serve as directors for a term that will last until the Company's 2025 Annual Meeting of Stockholders or until his or her successor is duly elected and qualified. The number of votes cast for and withheld from each nominee and the number of broker non-votes with respect to each nominee were as follows: Name Votes For Votes Withheld Broker Non-Votes Valerie L. Asbury 17,781,587 442,062 2,616,580 William W. Burke 17,801,596 422,053 2,616,580 Sheri L. Dodd 17,874,433 349,216 2,616,580 Raymond O. Huggenberger 17,801,042 422,607 2,616,580 Daniel L. Reuvers 17,867,596 356,053 2,616,580 D. Brent Shafer 17,838,149 385,500 2,616,580 Carmen B. Volkart 17,838,867 384,782 2,616,580 B. Vindell Washington 18,036,704 186,945 2,616,580 Ratification of the Selection of Grant Thornton LLP as the Company's Independent Auditor for 2024 The Company's stockholders ratified the appointment by the Audit Committee of the Company's Board of Directors of Grant Thornton LLP as the Company's independent registered public accounting firm for the year ending December 31, 2024 by voting as follows: For Against Abstain Broker Non-Votes 20,705,430 112,433 22,366 0 Advisory Vote on Approval of the Compensation of the Company's Named Executive Officers The Company's stockholders approved, on an advisory basis, the compensation of the Company's named executive officers by voting as follows: For Against Abstain Broker Non-Votes 17,781,574 419,547 22,528 2,616,580 Approval of an Amendment to the Company's Amended and Restated Certificate of Incorporation to Allow for Exculpation of Officers as permitted by Delaware Law The Company's stockholders approved an amendment t

01. Financial

Item 9.01. Financial (d) Exhibits EXHIBIT INDEX Exhibit No. Description 3.1 Certificate of Amendment to Amended and Restated Certificate of Incorporation, dated May 8, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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. TACTILE SYSTEMS TECHNOLOGY, INC. Date: May 9, 2024 By: /s/ Elaine M. Birkemeyer Elaine M. Birkemeyer Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR