Tactile Systems Technology Inc. Files Definitive Proxy Statement

Ticker: TCMD · Form: DEF 14A · Filed: Mar 27, 2024 · CIK: 1027838

Tactile Systems Technology Inc DEF 14A Filing Summary
FieldDetail
CompanyTactile Systems Technology Inc (TCMD)
Form TypeDEF 14A
Filed DateMar 27, 2024
Risk Levellow
Pages15
Reading Time18 min
Key Dollar Amounts$1B, $600M
Sentimentneutral

Sentiment: neutral

Topics: DEF 14A, Proxy Statement, Shareholder Meeting, Executive Compensation, Corporate Governance

TL;DR

<b>Tactile Systems Technology Inc. has filed its Definitive Proxy Statement (DEF 14A) on March 27, 2024, for the period ending May 8, 2024.</b>

AI Summary

TACTILE SYSTEMS TECHNOLOGY INC (TCMD) filed a Proxy Statement (DEF 14A) with the SEC on March 27, 2024. DEF 14A filing submitted by Tactile Systems Technology Inc. on March 27, 2024. The filing covers the period ending May 8, 2024. Company's principal executive offices are located at 1331 Tyler Street NE Ste 200, Minneapolis, MN 55413. The company's IRS number is 000000000. Incorporated in Delaware (DE).

Why It Matters

For investors and stakeholders tracking TACTILE SYSTEMS TECHNOLOGY INC, this filing contains several important signals. This filing is a routine proxy statement, indicating the company is preparing for its annual shareholder meeting and related corporate actions. The detailed information within the DEF 14A will provide shareholders with crucial data for voting on matters such as director elections and executive compensation.

Risk Assessment

Risk Level: low — TACTILE SYSTEMS TECHNOLOGY INC shows low risk based on this filing. The filing is a standard DEF 14A, which is a routine disclosure document and does not contain new financial performance data or significant strategic changes.

Analyst Insight

Shareholders should review the proxy statement for details on executive compensation, director nominations, and other voting matters before the May 8, 2024, reporting period.

Key Numbers

  • 0001558370-24-004042 — Accession Number (SEC Filing Identifier)
  • 20240327 — Filed as of Date (Date of Filing)
  • 20240508 — Conformed Period of Report (Reporting Period End Date)
  • 001-37799 — SEC File Number (Company's SEC File Number)

Key Players & Entities

  • TACTILE SYSTEMS TECHNOLOGY INC (company) — Filer
  • 0001558370-24-004042 (other) — Accession Number
  • 20240327 (date) — Filing Date
  • 20240508 (date) — Period of Report
  • 1331 TYLER STREET NE STE 200 (address) — Business Address
  • MINNEAPOLIS (location) — Business Address City
  • MN (location) — Business Address State
  • 55413 (postal_code) — Business Address Zip

FAQ

When did TACTILE SYSTEMS TECHNOLOGY INC file this DEF 14A?

TACTILE SYSTEMS TECHNOLOGY INC filed this Proxy Statement (DEF 14A) with the SEC on March 27, 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 TACTILE SYSTEMS TECHNOLOGY INC (TCMD).

Where can I read the original DEF 14A filing from TACTILE SYSTEMS TECHNOLOGY INC?

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 TACTILE SYSTEMS TECHNOLOGY INC.

What are the key takeaways from TACTILE SYSTEMS TECHNOLOGY INC's DEF 14A?

TACTILE SYSTEMS TECHNOLOGY INC filed this DEF 14A on March 27, 2024. Key takeaways: DEF 14A filing submitted by Tactile Systems Technology Inc. on March 27, 2024.. The filing covers the period ending May 8, 2024.. Company's principal executive offices are located at 1331 Tyler Street NE Ste 200, Minneapolis, MN 55413..

Is TACTILE SYSTEMS TECHNOLOGY INC a risky investment based on this filing?

Based on this DEF 14A, TACTILE SYSTEMS TECHNOLOGY INC presents a relatively low-risk profile. The filing is a standard DEF 14A, which is a routine disclosure document and does not contain new financial performance data or significant strategic changes.

What should investors do after reading TACTILE SYSTEMS TECHNOLOGY INC's DEF 14A?

Shareholders should review the proxy statement for details on executive compensation, director nominations, and other voting matters before the May 8, 2024, reporting period. The overall sentiment from this filing is neutral.

How does TACTILE SYSTEMS TECHNOLOGY INC compare to its industry peers?

Tactile Systems Technology Inc. operates in the medical device industry, specifically focusing on neurostimulation for chronic pain management.

Are there regulatory concerns for TACTILE SYSTEMS TECHNOLOGY INC?

As a publicly traded company, Tactile Systems Technology Inc. is subject to SEC regulations, including the requirement to file proxy statements (DEF 14A) for shareholder meetings.

Industry Context

Tactile Systems Technology Inc. operates in the medical device industry, specifically focusing on neurostimulation for chronic pain management.

Regulatory Implications

As a publicly traded company, Tactile Systems Technology Inc. is subject to SEC regulations, including the requirement to file proxy statements (DEF 14A) for shareholder meetings.

What Investors Should Do

  1. Review the full DEF 14A filing for detailed information on executive compensation packages.
  2. Analyze proposals related to director elections and corporate governance presented in the filing.
  3. Note the key dates and deadlines mentioned for shareholder actions and the reporting period.

Key Dates

  • 2024-03-27: Filing Date — Submission of Definitive Proxy Statement (DEF 14A)
  • 2024-05-08: Period of Report — End date for the reporting period covered by the proxy statement

Year-Over-Year Comparison

This is a DEF 14A filing, which is a proxy statement and does not directly compare financial performance to a previous filing.

Filing Stats: 4,399 words · 18 min read · ~15 pages · Grade level 14.4 · Accepted 2024-03-27 13:00:36

Key Financial Figures

  • $1B — g his accomplishments there, he led the $1B acquisition and integration of the Codm
  • $600M — y. She led a successful financing for a $600M capital project. NxThera, Inc. From

Filing Documents

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 31 Current Board of Directors 6 Compensation Discussion and Analysis 31 Director Skills and Experience 7 Compensation and Organization Committee Report 42 Board Diversity Matrix 8 2023 Summary Compensation Table 43 Corporate Governance Highlights 8 Grants of Plan-Based Awards in 2023 45

Executive Compensation Highlights

Executive Compensation Highlights 8 Outstanding Equity Awards at 2023 Fiscal Year-End 46 PROPOSAL 1 – ELECTION OF DIRECTORS 9 Option Exercises and Stock Vested for Fiscal 2023 47 Nominees for Director 10 Potential Payments Upon Termination or Change in Control 48 CORPORATE GOVERNANCE 15 CEO PAY RATIO 54 Director Independence 15 PAY VERSUS PERFORMANCE 55 Board Leadership Structure 15 EQUITY COMPENSATION PLAN INFORMATION 59 Stockholder Communications 15 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 60 Procedures for Selecting and Nominating Director Candidates 15

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 62 Board Meetings and Committees 16 CERTAIN RELATIONSHIPS AND RELATED PERSON TRANSACTIONS 65 Risk Oversight 19 Compensation and Organization Committee Interlocks and Insider Participation 65 Board Evaluations 20 Policy for Approval of Related Person Transactions 65 Environmental, Social & Governance Matters 20 Transactions with Related Persons 65 DIRECTOR COMPENSATION 24 QUESTIONS AND ANSWERS ABOUT THE ANNUAL MEETING 66 PROPOSAL 2 – RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 27 HOUSEHOLDING OF PROXY MATERIALS 71 AUDIT MATTERS 28 AVAILABILITY OF FORM 10-K 71 Auditor Fees 28 INCORPORATION BY REFERENCE 72 Pre-Approval of Audit and Non-Audit Services 28 Appendix A A- 1 Audit Committee Report 28 Appendix B B-1 2024 Proxy Statement 3 Table of Contents CAUTIONARY NOTE REGARDING FORWARD- LOOKING STATEMENTS The statements included in this Proxy Statement regarding future performance and results, expectations, plans, strategies, priorities, commitments and other statements that are not historical facts are forward-looking statements within the meaning of the federal securities laws. Forward-looking statements are based upon current beliefs, expectations and assumptions and are subject to significant risks, uncertainties and changes in circumstances that could cause actual results to differ materially from the forward-looking statements. A detailed discussion of risks and uncertainties that could cause actual results and events to differ materially from such forward-looking statements is included in the section titled "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2023. Readers of this Proxy Statement are cautioned not to place undue reliance on these forward-looking statements, since there can be no assurance that these forward-looking statements will prove

EXECUTIVE COMPENSATION HIGHLIGHTS

EXECUTIVE COMPENSATION HIGHLIGHTS Pay for Performance Require Restrictive Covenant Agreement for Participation in Severance Plan Provide Limited Executive Perquisites Prohibit Hedging or Pledging of Company Stock Maintain Stock Ownership Guidelines for Our Directors and Executive Officers Engage Independent Compensation Consultant No Excise Tax Gross-Ups Establish Challenging Performance Goals in Incentive Plans Require Termination of Employment in Addition to a Change in Control for Accelerated Equity Vesting (Double Trigger) Maintain a Required Clawback Policy for Restatements and a Supplemental Clawback Policy for Misconduct 8 Tactile Systems Technology, Inc. Table of Contents Proposal 1: election of directors Our Board of Directors is not divided into classes and each director serves for a one-year term until the next annual meeting of stockholders. Our directors may be removed only for cause by the affirmative vote of the holders of at least 75% of the votes that all our stockholders would be entitled to cast in an election of directors. Vacancies on the Board of Directors, resulting from any cause, and newly created directorships resulting from any increase in the number of directors, are filled exclusively by the affirmative vote of a majority of the remaining directors, though less than a quorum of the Board of Directors, and not by stockholders. A director elected by the Board of Directors to fill a vacancy shall hold office for the remainder of that term and until the director's successor is duly elected and qualified or until his or her earlier resignation, death, or removal. Based on the recommendation of the Nominating and Corporate Governance Committee of the Board of Directors, the Board of Directors' nominees for election by the stockholders at the Annual Meeting are the eight current directors: William W. Burke, Valerie L. Asbury, Sheri L. Dodd, Raymond O. Huggenberger, Daniel L. Reuvers, D. Brent Shafer, Carmen B. Volk

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