Cryoport Inc
For the period ended Jun 6, 2025. Filed Apr 25, 2025.
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Jun 6, 2025 · Filed Apr 25, 2025
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
Filed by the Registrant ☒
Filed by a Party other than the Registrant ☐
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
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| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| ☒ | Definitive Proxy Statement |
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| ☐ | Definitive Additional Materials |
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| ☐ | Soliciting Material Under §240.14a-12 |
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CRYOPORT, 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 |
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| ☐ | Fee paid previously with preliminary materials |
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| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 |
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2025 Proxy Statement
| CHAIR LETTER | Dear Fellow Stockholders, |
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| 2024 presented us with a challenging macroeconomic environment and headwinds across the Life Sciences industry. While these conditions impacted our revenue growth, we remained focused on our long-term strategy and made significant strides in advancing our mission to provide the most advanced temperature-controlled supply chain solutions for the life sciences industry. In addition, we implemented a number of initiatives designed to cut costs, accelerate our pathway to profitability, and support our future growth. We ended the year supporting a record 701 clinical trials and 19 commercial cell and gene therapies, while maintaining strong gross margins and a solid cash position of $261 million. | |
| Financial Performance As you know, we report our financial performance in two segments: Life Sciences Services and Life Sciences Products. Our Life Sciences Services business continued to expand in 2024, and now represents over 67% of total revenue, compared to approximately 62% in 2023. | |
| The growth in the Life Sciences Services segment was mainly driven by a double-digit year-over-year revenue growth from BioStorage/BioServices and from our support of commercial cell and gene therapies. Fueled by our industry-shaping initiatives, we believe we are well positioned to capitalize on the future growth of the Cell & Gene Therapy industry as it continues to evolve globally. | |
| Conversely, our Life Sciences Products business continued to face continued pressure from the unexpected contraction of the cryogenic systems market. Only recently have order patterns begun to show signs of stability for this segment of which we are the global leader. It is important to note that through this period of reduced demand, our Life Sciences Products segment continued to produce positive free cash flow. We anticipate demand in our Life Sciences Products segment will improve as the industry-wide excess capacity is absorbed and market conditions normalize. | |
| During 2024, we adjusted our spending across both segments of the company by implementing a number of cost reduction initiatives to further improve our pathway to profitability and align our operations with current industry dynamics. |
| Cryoport Inc | 2025 Proxy Statement |
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InnovationI am proud of the tireless efforts of the entire Cryoport team of employees as each day each of them strives to improve the conditions of life for many thousands of patients around the world through our efforts to: help cure conditions that threaten life; support the sustaining of life through protein production from animal husbandry; and assist in helping create life for those needing medical assistance through our unparalleled support of reproductive medicine. During 2024, we launched several new products and services that are industry leading innovations and at the core of our strategy. The two following examples are demonstrations of our problem solving talent:
The IntegriCell™ Cryopreservation Solution, solves an industry problem, by providing standardized cryopreservation of leukapheresis material to support the development and commercialization of cell-based therapies. IntegriCell™ is supported by two new state-of-the-art facilities, one in Houston, Texas and the other in Liege, Belgium. It addresses a critical aspect in optimizing the life sciences supply chain for the development and commercialization of cell-based therapies through high quality, standardized, cryopreserved starting material, which is another critical step in the development of the Cell & Gene Therapy industry.
The Cryoport Express® Cryogenic HV3 Shipping System is the most advanced system in its category in the Cell & Gene Therapy industry. It offers our clients enhanced features for cellular based therapies including payload protection, storage efficiency, mobility, and accessibility for biologics and other temperature-sensitive biological materials. The Cryoport Express® Cryogenic HV3 Shipping System can be accommodated by smaller aircraft; thereby, improving patient access to vital cell therapies in smaller cities and remote areas.
Looking Ahead Notwithstanding our current political and economic environment, we are looking forward to an improved 2025 as we begin another period of anticipated growth and development for our company in serving the Regenerative Medicine and Life Sciences markets.
Recently we signed a strategic agreement with the DHL Group which included the disposition our specialty courier business, CRYOPDP. The completion of this transaction, which is subject to customary closing conditions, is expected to provide many benefits, including strengthening our logistics capabilities in the EMEA and APAC regions, making us more competitive in these regions, further strengthening our balance sheet, improving our gross margin, reducing the complexity of our company and focusing us more acutely on our core markets. After the closing of the
transaction, we plan to intensify our work with DHL/CRYOPDP as a strategic partner as well as with the broader DHL Group.
In closing, I want to acknowledge the board service of Richard Berman, who served as our Lead Director for ten years before passing from this world in February 2025. Richard will be remembered for his insights, leadership and affable personality.
I also want to extend our deepest gratitude to our employees, clients, and long-term stockholders for their unwavering support and dedication. Together, we are making a meaningful impact on the development of the Cell & Gene Therapy industry and the evolution of the Life Sciences industry. Daily, we are helping improve the health of lives around the world.
Sincerely,
/s/Jerrell Shelton
Jerrell Shelton Chairman, President and CEO
| NOTICE OF ANNUAL MEETING OF STOCKHOLDERS To Be Held June 6, 2025 | Dear Fellow Stockholders: | |
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| We cordially invite you to virtually attend the 2025 Annual Meeting of Stockholders (the “Annual Meeting”) of Cryoport, Inc., a Nevada corporation (the “Company”), which will be held on Friday, June 6, 2025, at 10:00 a.m. CDT. The Annual Meeting will be hosted online. You will be able to attend the Annual Meeting, vote and submit your questions during the meeting via a live webcast by visiting www.virtualshareholdermeeting.com/CYRX2025. There will not be a physical meeting location and stockholders will not be able to attend the Annual Meeting in person. | ||
| The Annual Meeting will be held for the following purposes: | ||
| 1. | To elect six directors; |
| 2. | To ratify the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of the Company and its subsidiaries for the year ending December 31, 2025; |
| 3. | To approve, on an advisory basis, the compensation of the named executive officers, as disclosed in our proxy statement for the Annual Meeting; |
| 4. | To approve, on an advisory basis, the preferred frequency of future advisory votes on the compensation of the named executive officers; and |
| 5. | To transact such other business as may properly come before the meeting or any adjournment thereof. |
The Board of Directors has fixed the close of business on Monday, April 14, 2025 as the record date for the determination of stockholders who are entitled to notice of and to vote at the meeting, or any adjournments thereof.
On or about April 25, 2025, we are mailing a Notice of Internet Availability of Proxy Materials (the “Notice”) to holders of our common stock and holders of our Series C Convertible Preferred Stock as of the record date instead of a printed copy of the proxy materials. The Notice provides instructions on how to access our proxy materials on the Internet and how to obtain printed copies. We urge you to read the information contained in the proxy materials carefully.
IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE STOCKHOLDER MEETING TO BE HELD ON JUNE 6, 2025.
The proxy statement for the Annual Meeting and accompanying Annual Report on Form 10-K for the year ended December 31, 2024 are available on the Internet at www.proxyvote.com.
Whether or not you plan to virtually attend the Annual Meeting, it is important that your shares be represented and voted. You may vote before the meeting by Internet, by phone, or by mail by following the instructions on the Notice.
You may also vote during the live webcast of the meeting by visiting www.virtualshareholdermeeting.com/CYRX2025 and entering the 16-digit control number included in your Notice, on your proxy card or in the instructions that accompanied your proxy materials.
Sincerely,
/s/Jerrell Shelton
Jerrell Shelton Chairman, President and CEO
YOUR VOTE IS IMPORTANT. YOU ARE URGED TO VOTE YOUR PROXY PROMPTLY BY MAIL, BY TELEPHONE OR VIA THE INTERNET, WHETHER OR NOT YOU PLAN TO VIRTUALLY ATTEND THE ANNUAL MEETING.
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