Glaukos Corp Files DEF 14A with Executive Compensation Details

Ticker: GKOS · Form: DEF 14A · Filed: Apr 16, 2024 · CIK: 1192448

Sentiment: neutral

Topics: Glaukos Corp, GKOS, DEF 14A, Executive Compensation, SEC Filing

TL;DR

<b>Glaukos Corp's DEF 14A filing provides detailed executive compensation information for FY2023.</b>

AI Summary

GLAUKOS Corp (GKOS) filed a Proxy Statement (DEF 14A) with the SEC on April 16, 2024. Glaukos Corp filed a DEF 14A on April 16, 2024, for the period ending May 30, 2024. The filing details executive compensation for the fiscal year ending December 31, 2023. Specific compensation components such as pension adjustments and equity awards are itemized for PEO and Non-PEO members. The company is incorporated in Delaware and operates in the Surgical & Medical Instruments & Apparatus industry. The filing includes data for fiscal years 2020 through 2023, with a focus on 2023 compensation elements.

Why It Matters

For investors and stakeholders tracking GLAUKOS Corp, this filing contains several important signals. This filing is crucial for investors to understand how executive compensation is structured and awarded at Glaukos Corp, impacting potential shareholder value and corporate governance. The detailed breakdown of equity awards and pension adjustments offers insight into the company's long-term incentive strategies and financial commitments to its top executives.

Risk Assessment

Risk Level: low — GLAUKOS Corp shows low risk based on this filing. The filing is a routine DEF 14A, providing standard disclosure on executive compensation and corporate governance, with no immediate red flags or significant deviations from typical filings.

Analyst Insight

Review the executive compensation details to assess alignment with company performance and industry standards.

Key Numbers

Key Players & Entities

FAQ

When did GLAUKOS Corp file this DEF 14A?

GLAUKOS Corp filed this Proxy Statement (DEF 14A) with the SEC on April 16, 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 GLAUKOS Corp (GKOS).

Where can I read the original DEF 14A filing from GLAUKOS Corp?

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 GLAUKOS Corp.

What are the key takeaways from GLAUKOS Corp's DEF 14A?

GLAUKOS Corp filed this DEF 14A on April 16, 2024. Key takeaways: Glaukos Corp filed a DEF 14A on April 16, 2024, for the period ending May 30, 2024.. The filing details executive compensation for the fiscal year ending December 31, 2023.. Specific compensation components such as pension adjustments and equity awards are itemized for PEO and Non-PEO members..

Is GLAUKOS Corp a risky investment based on this filing?

Based on this DEF 14A, GLAUKOS Corp presents a relatively low-risk profile. The filing is a routine DEF 14A, providing standard disclosure on executive compensation and corporate governance, with no immediate red flags or significant deviations from typical filings.

What should investors do after reading GLAUKOS Corp's DEF 14A?

Review the executive compensation details to assess alignment with company performance and industry standards. The overall sentiment from this filing is neutral.

Key Dates

Filing Stats: 4,307 words · 17 min read · ~14 pages · Grade level 15.7 · Accepted 2024-04-16 17:00:19

Key Financial Figures

Filing Documents

Executive Compensation

Executive Compensation 44 Compensation Discussion and Analysis 62 Compensation Committee Report 63 Summary Compensation Table for Fiscal Years 2023, 2022 and 2021 64 2023 Grants of Plan-Based Awards 65 Outstanding Equity Awards 67 Option Exercises and Stock Vested in Fiscal 2023 67 Nonqualified Deferred Compensation Plans 68 Potential Payments Upon Termination or Change in Control 69 Employee Benefit and Stock Plans 72 Compensation Committee Interlocks and Insider Participation 73 CEO Pay Ratio 74 Pay vs. Performance 77 Equity Compensation Plan Information 78

Security Ownership of Certain Beneficial Owners and Management

Security Ownership of Certain Beneficial Owners and Management 80 Report of the Audit Committee 81 Proposal 5 — Ratification of Independent Registered Public Accounting Firm 83 Transactions with Related Persons 84 Delinquent Section 16(a) Reports 85 Proposals of Stockholders and Director Nominations for 2025 Annual Meeting 86 Other Matters 87 Annual Report to Stockholders 88 Virtual Annual Meeting 89 Questions and Answers About the Proxy Materials and Annual Meeting A- 1 Appendix A – Glaukos Corporation Amended and Restated 2015 Omnibus Incentive Compensation Plan 2 | 2024 Proxy Statement | Glaukos Corporation Table of Contents

FORWARD-LOOKING STATEMENTS

FORWARD-LOOKING STATEMENTS This Proxy Statement contains "forward-looking statements" within the meaning of federal securities laws. All statements other than statements of historical facts included in this Proxy Statement that address activities, events, goals or developments that we expect, believe or anticipate will or may occur in the future, or that relate to our intentions or objectives for the future, are forward-looking statements. These statements are based on management's current expectations, assumptions, estimates and beliefs. Although we believe that we have a reasonable basis for forward-looking statements contained herein, we caution you that they are based on current expectations about future events affecting us and are subject to risks, uncertainties and factors relating to our operations and business environment, all of which are difficult to predict and many of which are beyond our control, that may cause our actual results to differ materially from those expressed or implied by forward-looking statements in this Proxy Statement. These potential risks and uncertainties that could cause actual results to differ materially from those described in forward-looking statements include, without limitation, uncertainties regarding the impact of the COVID-19 pandemic or other future public health crises on our business; the impact of general macroeconomic conditions including foreign currency fluctuations; the reduced physician fee and ASC facility fee reimbursement rate finalized by CMS for 2022 and 2023 for procedures utilizing our iStent family of products and its impact on our U.S. combo-cataract glaucoma revenue; our ability to continue to generate sales of our commercialized products and develop and commercialize additional products; our dependence on a limited number of third-party suppliers, some of which are single-source, for components of our products; the occurrence of a crippling accident, natural disaster, or other disruption at our primary

EXECUTIVE COMPENSATION HIGHLIGHTS

EXECUTIVE COMPENSATION HIGHLIGHTS CEO Compensation Other NEOs Compensation Best Practices What We Do What We Don't Do Incorporate Stockholder Feedback into Compensation Program Design Excise Tax Gross-Ups Multiple Performance Metrics and Time Horizons for Long Term Incentive Compensation and Bonus Plan Repricing or Buyouts of Stock Options Cap Executive Bonus Program at 200% of target Uncapped Incentives 50% of Executive Long-Term Incentive Compensation is Performance-Based (starting in 2024 for non-CEO NEOs) Hedging, Derivatives, Pledging or Margin Accounts Annual Independent Compensation Risk Review Single-Trigger Cash Severance Payments upon a Change in Control Double-Trigger Severance Payments upon a Change in Control Employment Contracts Share Ownership Guidelines (6x base salary for Chief Executive Officer) Dividends or Dividend Equivalents on Unearned or Unvested Equity Awards Clawback Policy Independent Compensation Consultant Limited Perquisites Glaukos Corporation | 2024 Proxy Statement | 7 Table of Contents PROPOSAL 1 — ELECTION OF DIRECTORS PROPOSAL 1 — ELECTION OF DIRECTORS THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR ALL" OF THE DIRECTOR NOMINEES. UNLESS OTHERWISE INSTRUCTED, THE PROXY HOLDERS WILL VOTE THE PROXIES RECEIVED BY THEM "FOR ALL" THE DIRECTOR NOMINEES. Our Board of Directors ("Board" or "Board of Directors") is currently comprised of eight directors. Under our Certificate of Incorporation, our Board of Directors is divided into three classes, each serving a staggered three-year term and with one class being elected at each year's annual meeting of stockholders as follows: the Class III directors are Thomas W. Burns, Leana S. Wen, M.D. and Marc A. Stapley, and their terms will expire at the Annual Meeting; the Class I directors are Mark J. Foley, David F. Hoffmeister and Gilbert H. Kliman, M.D., and their terms will expire at the 2025 annual meeting of stockholders; and the Class II directors are Denice M.

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