CVRx Inc
For the period ended Jun 3, 2025. Filed Apr 23, 2025.
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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 3, 2025 · Filed Apr 23, 2025
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**UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 14A INFORMATION
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 |
CVRx, 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. |
CVRX, INC.
**NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
TO BE HELD ON JUNE 3, 2025
April 23, 2025
Dear Stockholder:
You are cordially invited to attend the 2025 annual meeting of the stockholders (the “Annual Meeting”) of CVRx, Inc., a Delaware corporation (“we,” “us,” “CVRx,” or the “Company”). The Annual Meeting will be held in a virtual meeting format on Tuesday, June 3, 2025 at 11:00 a.m. (Central Time) for the following purposes:
| 1. | To elect the two nominees for Class I director to serve until the 2028 annual meeting of stockholders and until their successors are duly elected and qualified. The nominees for election are Kevin Ballinger and Mitch Hill; |
| 2. | To ratify the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025; and |
| 3. | To conduct any other business properly brought before the Annual Meeting. |
These items of business are more fully described in the proxy statement accompanying this Notice of Annual Meeting of Stockholders.
The record date for the Annual Meeting is April 7, 2025 (the “Record Date”). Only stockholders of record at the close of business on the Record Date may vote at the Annual Meeting or any adjournment thereof.
The 2025 Annual Meeting will be held in a virtual meeting format only, via the Internet, with no physical in-person meeting. Stockholders will be able to attend, vote, and submit questions via the internet similar to attendance at an in-person meeting. You are cordially invited to attend. If you plan to participate in the virtual Annual Meeting, please see the Questions and Answers section below for further information.
If you have any questions or need assistance in voting your shares, please contact CVRx Investor Relations at ir@cvrx.com.
By Order of the Board of Directors
/s/ Jared Oasheim
Jared Oasheim
Chief Financial Officer
Minneapolis, Minnesota
**YOUR VOTE IS IMPORTANT! ALL STOCKHOLDERS ARE CORDIALLY INVITED TO
VIRTUALLY ATTEND THE ANNUAL MEETING.
Whether or not you expect to attend the Annual Meeting, please complete, date, sign and return the proxy card, or vote over the internet or telephone as instructed in these materials, as promptly as possible in order to ensure your representation at the Annual Meeting. Even if you have voted by proxy, you may still attend the Annual Meeting. Voting your shares promptly will ensure the presence of a quorum at the Annual Meeting and will save us the expense of further solicitation.
Table of Contents
| QUESTIONS AND ANSWERS ABOUT THESE PROXY MATERIALS AND VOTING | 1 |
|---|---|
| EMERGING GROWTH COMPANY EXPLANATORY NOTE | 6 |
| PROPOSAL NO. 1: ELECTION OF DIRECTORS | 7 |
| CORPORATE GOVERNANCE | 10 |
| DIRECTOR COMPENSATION | 15 |
| PROPOSAL NO. 2: RATIFICATION OF THE APPOINTMENT OF THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | 17 |
| INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS | 18 |
| SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT | 19 |
| EXECUTIVE OFFICERS | 21 |
| EXECUTIVE COMPENSATION | 22 |
| EQUITY COMPENSATION PLAN INFORMATION | 28 |
| CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS | 29 |
| HOUSEHOLDING OF PROXY MATERIALS | 29 |
| OTHER MATTERS | 30 |
i
**CVRx, Inc.
9201 West Broadway Avenue, Suite 650
Minneapolis, Minnesota 55445
**PROXY STATEMENT
FOR THE 2025 ANNUAL MEETING OF STOCKHOLDERS
TO BE HELD JUNE 3, 2025
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.