RESIDEO TECHNOLOGIES, INC.
For the period ended Jun 4, 2025. Filed Apr 23, 2025.
View on SEC.govAbout this filing
What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Jun 4, 2025 · Filed Apr 23, 2025
Contents
Cover page
Show cover page
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
(Rule 14a-101)
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
| Filed by the Registrant ☒ | Filed by a Party other than the Registrant ☐ |
|---|
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
|---|
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
|---|
| ☒ | Definitive Proxy Statement |
|---|
| ☐ | Definitive Additional Materials |
|---|
| ☐ | Soliciting Material under §240.14a-12 |
|---|
Resideo Technologies, Inc.
(Name of Registrant as Specified in its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check all boxes that apply):
| ☒ | No fee required |
|---|
| ☐ | Fee paid previously with preliminary materials |
|---|
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 |
|---|
April 23, 2025
Dear Resideo Shareholders:
We would like to invite you to attend the 2025 Annual Meeting of Shareholders of Resideo Technologies, Inc. (“Resideo” or the “Company”), which will be held via a live virtual meeting on Wednesday, June 4, 2025 at 1:00 p.m. Eastern Daylight Time.
The meeting will be held virtually via a live webcast and can be accessed by following the instructions provided in this proxy statement. This proxy statement, which includes a notice of the 2025 Annual Meeting, includes the agenda and procedures for the meeting, including how shareholders can participate. It also describes how our Board of Directors operates and gives information about director candidates and general compensation, corporate governance, and other matters.
2024 was a significant year of progress against our strategic initiatives, delivering revenue growth, healthy gross margin expansion, and record free cash flow generation in a global macroeconomic environment that is still mixed. As a result of our team’s continued excellent execution, Resideo exceeded the high end of the range for all the metrics we provided in our annual financial outlook.
Some financial and operational highlights in 2024 include:
| • | Net revenue of $6.8 billion, increasing 8% year-over-year, supported by organic growth from both ADI and Products and Solutions |
|---|
| • | Gross margin of 28.1%, a 90 basis points increase from 2023. The gross margin expansion was led by a 240 basis points increase in Products and Solutions gross margin. The Products and Solutions business segment has continued to drive structural improvements that increased operational efficiency, resulting in 41.0% gross margin in 2024, and seven consecutive quarters of year-over-year improvement in gross margin. |
|---|
| • | Cash provided from operations of $444 million, a new record high, and free cash flow conversion well over 200% of net income. |
|---|
| • | In June 2024, we acquired Snap One. This was an accretive and strategic acquisition that positions ADI in higher growth adjacent categories in the smart living marketplace. We believe our complementary business model will provide customers with significant benefits, including a broader selection of third-party and proprietary products, enhanced support services, rapid product fulfillment, and a strong omni-channel experience. |
|---|
| • | As part of the Snap One transaction, we partnered with Clayton, Dubilier & Rice, a world class investor with a track record of value creation in the distribution market. We are excited that Nathan Sleeper and John Stroup from CD&R have joined our Board of Directors. |
|---|
| • | Our commitment to new product introduction was evident in 2024, with the launch of the FocusPRO thermostat and VISTA security products to great customer reception. These new launches set the stage for future product introductions and they also represent a return to a regular cadence of new product introductions that not only support our current market position, but also drive future innovation and profitable growth opportunities in key categories. |
|---|
We remain committed to delivering profitable growth and durable free cash flow generation to drive long-term, sustainable shareholder value.
Being a market leader comes with the duty to act as a responsible corporate citizen. Resideo takes this obligation very seriously, demonstrating our unwavering commitment and responsibility to act with integrity, which is governed by our Code of Business Conduct and driven by our ethos to always do the right thing. In 2024, we also progressed against our corporate responsibility strategy, continuing to offer innovative technology-driven sensing and controls products and solutions that help homeowners and businesses stay connected and in control of their comfort, security, energy use, and smart living.
We greatly value and actively work to address the input we receive from our investors on our business and strategy. Shareholder engagement remains a priority for Resideo, and we are in frequent communication with our largest investors on key matters, including our strategic vision, executive compensation, and other initiatives.
We look forward to your participation at the annual meeting. In addition, we encourage and welcome stockholder feedback on any topic related to Resideo. Communications can be addressed to directors in care of the General Counsel and Corporate Secretary, Jeannine Lane, at 16100 N. 71st Street, Suite 550, Scottsdale, Arizona 85254 or by email to investorrelations@resideo.com.
Every vote is important. Whether or not you plan to attend the virtual annual meeting, I urge you to authorize your proxy as soon as possible so that your shares may be represented at the meeting.
| Sincerely, Jay GeldmacherPresident and Chief Executive Officer | Sincerely, Andrew TeichChairman of the Board |
2025 PROXY STATEMENT
Notice of 2025 Annual Meeting of Shareholders
| DATE | TIME | PLACE |
| Wednesday, June 4, 2025 | 1:00 p.m.Eastern Daylight Time | Via the internet atwww.virtualshareholdermeeting.com/ REZI2025 |
Our 2025 annual meeting will be a live virtual meeting. There will be no physical location for the annual meeting. You will be able to participate in the annual meeting, vote your shares electronically and submit your questions during the live virtual meeting by visiting www.virtualshareholdermeeting.com/REZI2025 and entering the 16-digit control number provided in your proxy materials. You may also submit questions in advance of the meeting by visiting www.proxyvote.com. For more information on accessing the virtual annual meeting, see Question 5 in the section entitled “Questions and Answers About the Annual Meeting and Voting” on page 79.
Agenda:
Election of Directors
Advisory vote to approve executive compensation
Advisory vote on the frequency of future advisory votes to approve executive compensation
Ratification of the appointment of independent registered public accounting firm
Transact such other business as may properly come before the meeting
How to Vote: Your vote is important to us. Unless you vote live at the virtual annual meeting, the deadline for receiving your vote is 11:59 p.m. Eastern Daylight Time, on June 3, 2025.
| VIA INTERNET | BY PHONE | BY MAIL | VIA VIRTUAL MEETING |
| www.proxyvote.com to vote your shares via the internet. You will need the 16-digit control number provided in your proxy materials when you access the web page. | If your shares are held in the name of a bank, brokerage firm or similar organization, follow the telephone voting instructions, if any, provided on your voting instruction card. If your shares are registered in your name, call 1-800-690-6903. You will need the 16-digit control number provided in your proxy materials when you call. | Complete and sign the proxy card or voting instruction form and return it in the enclosed postage pre-paid envelope. | You may vote your shares live at the virtual annual meeting by visiting www.virtualshareholdermeeting.com/ REZI2025. You will need to enter the 16-digit control number provided in your proxy materials to vote your shares at the virtual annual meeting. |
This Notice of 2025 Annual Meeting of Shareholders and related proxy materials are being distributed or made available to shareholders beginning on April 23, 2025.
On behalf of Resideo’s Board of Directors,
JEANNINE LANE
EXECUTIVE VICE PRESIDENT,
GENERAL COUNSEL AND CORPORATE SECRETARY
Important Notice Regarding the Availability of Proxy Materials for the 2025 Annual Meeting of Shareholders to be held on Wednesday, June 4, 2025: our Proxy Statement and 2024 Annual Report are available free of charge on our Investor Relations website at investor.resideo.com.
2025 PROXY STATEMENT
Table of Contents
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.