CONMED Corp
For the period ended May 22, 2024. Filed Apr 8, 2024.
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May 22, 2024 · Filed Apr 8, 2024
Contents
Compensation Setting Process
Our Compensation Committee uses a comparative framework to help define specific peer companies and several other broad-based compensation survey data sources to help with the assessment. Additionally, the Board and the Compensation Committee believe we employ some of the most talented executive officers in our industry. Our executives are routinely recruited as candidates to lead other life science companies. Given the strength of our executives, the Compensation Committee believes it is critical they receive target total direct compensation opportunities reflecting their individual skills and experiences to retain and properly motivate them, while ensuring that the executive compensation is aligned with the long-term creation of value for our stockholders.
We regularly review this competitive market data which includes data with respect to salary, bonus, total cash, equity and total direct compensation.
Total Company performance is the leading factor in informing the appropriate target compensation levels. In addition, when assessing where to position each individual executive’s pay, we also consider other factors such as:
| • | Individual performance over time; |
| • | Anticipated future impact; |
| • | Experience, unique skills/talents, knowledge; |
| • | Individual motivators. |
It is with this macro-view that we evaluate the available competitive market data alongside the experience, skills, delivered results, and leadership of individuals. Our peer data is based on public filings and broad-based compensation survey data from the Radford Global Life Sciences Survey.
Each year the Compensation Committee works with its independent compensation consultant to review compensation for similar positions at other corporations, within a designated peer group of companies, to help ensure that the Company’s overall compensation levels, and the elements thereof, are appropriate.
As our Company evolves, we continue to revisit and refine, as needed, this peer group. To select peers for 2023, we worked with Radford to consider companies which generally fit within the following criteria:
| • | Market Capitalization – 1/3 to 3x the Company’s 30-day average market value, now ranging from $900 million to $8.3 billion, with CONMED landing at the 32nd percentile; |
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| • | Revenue – 1/3 to 3x the Company’s trailing twelve-month revenue, now ranging from $340 million to $3.06 billion, with CONMED falling at the 52nd percentile; |
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| • | Headcount – 1/3 to 3x the Company’s headcount, now ranging from 1,275 to 11,400, with CONMED being at the 65th percentile. |
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| 34 | 2024 Proxy Statement |
Compensation Discussion and Analysis
During 2023, our Peer Group was as follows:
| Globus Medical | LivaNova | Nevro |
|---|---|---|
| Haemonetics | Masimo | NuVasive |
| ICU Medical | Merit Medical Systems | Penumbra |
| Integra LifeSciences | Natus Medical | Varex Imaging |
Our peer group for 2023 is the same as 2022 with the one exception of the removal of Orthofix Medical. Orthofix Medical was removed from the peer group as they fell outside of the above Market Capitalization and Headcount criteria as described above.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.