iRhythm Technologies, Inc. Files Definitive Proxy Statement
Ticker: IRTC · Form: DEF 14A · Filed: Apr 11, 2024 · CIK: 1388658
Sentiment: neutral
Topics: Proxy Statement, DEF 14A, iRhythm Technologies, Executive Compensation, Corporate Governance
TL;DR
<b>iRhythm Technologies filed its 2023 Definitive Proxy Statement detailing executive compensation and corporate governance.</b>
AI Summary
iRhythm Technologies, Inc. (IRTC) filed a Proxy Statement (DEF 14A) with the SEC on April 11, 2024. iRhythm Technologies, Inc. filed a Definitive Proxy Statement (DEF 14A) on April 11, 2024. The filing covers the fiscal year ending December 31, 2023. The company's principal executive offices are located at 699 8th Street, Suite 600, San Francisco, CA 94103. The filing includes information related to executive compensation and equity awards for the fiscal year 2023. The company was incorporated in Delaware.
Why It Matters
For investors and stakeholders tracking iRhythm Technologies, Inc., this filing contains several important signals. This filing provides shareholders with crucial information regarding executive compensation packages and the rationale behind them, enabling informed voting decisions. As a DEF 14A filing, it outlines proposals to be voted on at the shareholder meeting, including director elections and executive compensation matters, which directly impact corporate governance and shareholder value.
Risk Assessment
Risk Level: low — iRhythm Technologies, Inc. shows low risk based on this filing. The filing is a routine DEF 14A, which is a standard disclosure document for public companies and does not contain new material financial information or significant strategic shifts.
Analyst Insight
Review the executive compensation details and any proposed shareholder resolutions to understand potential impacts on corporate governance and shareholder interests.
Key Numbers
- 2023-12-31 — Fiscal Year End (Reporting period)
- 2024-04-11 — Filing Date (Date of submission)
- DEF 14A — Form Type (Type of SEC filing)
- 001-37918 — SEC File Number (Company's SEC file number)
Key Players & Entities
- iRhythm Technologies, Inc. (company) — Filer name
- DEF 14A (filing) — Form type
- 2024-04-11 (date) — Filing date
- 2023-12-31 (date) — Fiscal year end
- 699 8TH STREET SUITE 600 (address) — Business address
- San Francisco (location) — Business address city
- CA (location) — Business address state
- 94103 (postal_code) — Business address zip
FAQ
When did iRhythm Technologies, Inc. file this DEF 14A?
iRhythm Technologies, Inc. filed this Proxy Statement (DEF 14A) with the SEC on April 11, 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 iRhythm Technologies, Inc. (IRTC).
Where can I read the original DEF 14A filing from iRhythm Technologies, 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 iRhythm Technologies, Inc..
What are the key takeaways from iRhythm Technologies, Inc.'s DEF 14A?
iRhythm Technologies, Inc. filed this DEF 14A on April 11, 2024. Key takeaways: iRhythm Technologies, Inc. filed a Definitive Proxy Statement (DEF 14A) on April 11, 2024.. The filing covers the fiscal year ending December 31, 2023.. The company's principal executive offices are located at 699 8th Street, Suite 600, San Francisco, CA 94103..
Is iRhythm Technologies, Inc. a risky investment based on this filing?
Based on this DEF 14A, iRhythm Technologies, Inc. presents a relatively low-risk profile. The filing is a routine DEF 14A, which is a standard disclosure document for public companies and does not contain new material financial information or significant strategic shifts.
What should investors do after reading iRhythm Technologies, Inc.'s DEF 14A?
Review the executive compensation details and any proposed shareholder resolutions to understand potential impacts on corporate governance and shareholder interests. The overall sentiment from this filing is neutral.
How does iRhythm Technologies, Inc. compare to its industry peers?
iRhythm Technologies operates in the medical devices sector, specifically focusing on cardiac monitoring solutions.
Are there regulatory concerns for iRhythm Technologies, Inc.?
The filing is a standard proxy statement (DEF 14A) required by the SEC under the Securities Exchange Act of 1934 for public companies.
Industry Context
iRhythm Technologies operates in the medical devices sector, specifically focusing on cardiac monitoring solutions.
Regulatory Implications
The filing is a standard proxy statement (DEF 14A) required by the SEC under the Securities Exchange Act of 1934 for public companies.
What Investors Should Do
- Analyze the executive compensation table for named executive officers.
- Review any proposals presented for shareholder vote, such as director elections or advisory votes on executive compensation.
- Examine the corporate governance disclosures to understand the company's board structure and practices.
Year-Over-Year Comparison
This is a DEF 14A filing, which is a routine disclosure and does not represent a change from previous filings in terms of its nature, but provides updated information for the 2023 fiscal year.
Filing Stats: 4,344 words · 17 min read · ~14 pages · Grade level 15.9 · Accepted 2024-04-10 18:06:43
Key Financial Figures
- $492.7 million — ve financial sustainability Revenue of $492.7 million increased by approximately 20% compared
- $123.4 million — red to full year 2022; 4 Net loss of $123.4 million reflected an increased loss of $7.3 mil
- $7.3 million — million reflected an increased loss of $7.3 million compared to full year 2022; Adjusted E
- $4.9 — to full year 2022; Adjusted EBITDA of ($4.9) million reflected a $6.4 million impro
- $6.4 million — ed EBITDA of ($4.9) million reflected a $6.4 million improvement compared to full year 2022;
- $133.8 million — s, and marketable securities balance of $133.8 million as of December 31, 2023. Key Financial
Filing Documents
- irtc-20240410.htm (DEF 14A) — 1286KB
- irtc-20240410_g1.jpg (GRAPHIC) — 7KB
- irtc-20240410_g10.jpg (GRAPHIC) — 33KB
- irtc-20240410_g11.jpg (GRAPHIC) — 66KB
- irtc-20240410_g12.jpg (GRAPHIC) — 67KB
- irtc-20240410_g13.jpg (GRAPHIC) — 62KB
- irtc-20240410_g14.jpg (GRAPHIC) — 61KB
- irtc-20240410_g15.jpg (GRAPHIC) — 4502KB
- irtc-20240410_g16.jpg (GRAPHIC) — 3486KB
- irtc-20240410_g2.jpg (GRAPHIC) — 11KB
- irtc-20240410_g3.jpg (GRAPHIC) — 22KB
- irtc-20240410_g4.jpg (GRAPHIC) — 29KB
- irtc-20240410_g5.jpg (GRAPHIC) — 14KB
- irtc-20240410_g6.jpg (GRAPHIC) — 16KB
- irtc-20240410_g7.jpg (GRAPHIC) — 17KB
- irtc-20240410_g8.jpg (GRAPHIC) — 27KB
- irtc-20240410_g9.jpg (GRAPHIC) — 23KB
- 0001388658-24-000079.txt ( ) — 19052KB
- irtc-20240410.xsd (EX-101.SCH) — 5KB
- irtc-20240410_def.xml (EX-101.DEF) — 7KB
- irtc-20240410_lab.xml (EX-101.LAB) — 10KB
- irtc-20240410_pre.xml (EX-101.PRE) — 7KB
- irtc-20240410_htm.xml (XML) — 124KB
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 41 Corporate Governance Highlights 6
EXECUTIVE COMPENSATION
EXECUTIVE COMPENSATION 42 Board of Directors Highlights 7 Executive Officers 42 Environment, Social and Governance Highlights 10 Compensation Discussion and Analysis 46 GENERAL INFORMATION ABOUT THE MEETING 11 Pay for Performance Philosophy 46 Purpose of the Annual Meeting 11
Executive Compensation Philosophy
Executive Compensation Philosophy 47 Record Date; Quorum 12
Executive Compensation Policies and Practices
Executive Compensation Policies and Practices 48 Participating in the Annual Meeting 12 Governance and Executive Compensation Program 48 Voting Rights; Required Vote 13 Market Comparators 50 Recommendation of Our Board of Directors on Each of the Proposals Scheduled to be Voted on at the Annual Meeting 14 Individual Compensation Elements 52 Abstentions and Withhold Votes; Broker Non-Votes 14 Long-Term Strategic PSU Award 58 Voting Instructions; Voting of Proxies 15 Employment Arrangements 61 Revocability of Proxies 15 Post-Employment Compensation Arrangements 61 Expenses of Soliciting Proxies 16 Potential Payments Upon Termination or Change in Control 62 Voting Results 16 Other Compensation Policies and Practices 63 CORPORATE GOVERNANCE STANDARDS AND DIRECTOR INDEPENDENCE 16 CEO Pay Ratio 65 Corporate Governance Principles 16 Stockholder Advisory Vote on Named Executive Compensation 65 Board of Directors and Committee Self-Evaluations 17 Compensation and Human Capital Management Committee Report 66 Board Nomination Process 17 2023 Summary Compensation Table 67 Board Succession 18 2023 Grants of Plan-Based Awards Table 67 Independence of Directors 19 Outstanding Equity Awards at 2023 Fiscal Year-End 69 Board Leadership Structure 19 2023 Stock Vested Table 70 Presiding Director of Non-Employee Director Meetings 20 Pension Benefits and Nonqualified Deferred Compensation 70 Committee of Our Board of Directors 20 Tax and Accounting Considerations 70 Board and Committee Meetings and Attendance 20 Limitations on Liability and Indemnification Matters 71 Board Attendance at Annual Stockholders' Meeting 21 Pay Versus Performanc e 72 Our Board of Directors' Role in Risk Oversight 22 EQUITY COMPENSATION PLAN INFORMATION 78 Cybersecurity and Privacy Risk Oversight 24 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 78 Stockholder Engagement 25 ADDITIONAL INFORMATION