COHERENT CORP
For the period ended Nov 14, 2024. Filed Oct 4, 2024.
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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.
Nov 14, 2024 · Filed Oct 4, 2024
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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 |
|---|---|
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☒ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Material Pursuant to §240.14a-12 |
(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 the appropriate box):
| ☒ | 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. |
Coherent Corp. 375 Saxonburg Blvd. Saxonburg, PA 16056-9499 USA
October 1, 2024
Dear Fellow Coherent Shareholders:
On behalf of the Board of Directors, I am pleased to invite you to attend our 2024 Annual Meeting of Shareholders of Coherent Corp. on November 14, 2024, at 12:00 p.m. Eastern Standard Time, 9:00 a.m. Pacific Standard Time. Our Annual Meeting will again be held by webcast, and you will be able to attend the Annual Meeting online. We believe that hosting a virtual Annual Meeting allows for greater shareholder presence. At the Annual Meeting, shareholders will vote on the matters set forth in the Fiscal Year 2024 Proxy Statement, and the accompanying Notice of the Annual Meeting.
Your vote is important to us. Whether or not you will attend the Annual Meeting, we hope that your shares are represented and voted. In advance of the Annual Meeting on November 14, please cast your vote through the internet, by telephone, or by mail. Instructions on how to vote are found in the section entitled “How Do I Vote” in the Proxy Statement Summary.
On behalf of the Board of Directors, and everyone at Coherent, we thank you for your investment and support.
Sincerely,
Enrico DiGirolamo
Chair of the Board
Coherent Corp. 375 Saxonburg Blvd. Saxonburg, PA 16056-9499 USA
Notice of Annual Meeting of Shareholders
| DATE: | November 14, 2024 |
|---|---|
| TIME: | 12:00 p.m. Eastern Standard Time, 9:00 a.m. Pacific Standard Time |
| PLACE: | Via webcast at www.virtualshareholdermeeting.com/COHR2024 |
VOTING
Shareholders are asked to vote on the following items at the Annual Meeting:
| 1. | Election of five Class One directors, each for a three-year term to expire in 2027. |
| 2. | A non-binding advisory vote to approve compensation paid to our named executive officers in fiscal year 2024, as disclosed in this proxy statement. |
| 3. | Approval of the amendment and restatement of the Coherent Corp. Omnibus Incentive Plan. |
| 4. | Ratification of the Audit Committee’s selection of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending June 30, 2025. |
NOTE: Such other business as may properly come before the Annual Meeting or any adjournment thereof.
RECORD DATE
Shareholders of record at the close of business on September 11, 2024, are entitled to notice of, and to vote at, the Annual Meeting, and any adjournment or postponement of the Annual Meeting.
AVAILABILITY OF MATERIALS
Shareholders of record will automatically receive a printed set of proxy materials, including a proxy card. For shareholders who hold shares through a broker, bank or other nominee (commonly referred to as held in “street name”), we furnish proxy materials via the internet. If you received a Notice of Internet Availability of Proxy Materials (the “Notice”) by mail from your broker, bank or other nominee, you will not receive a printed copy of the proxy materials unless you request one. The Notice instructs you how to access and review all the important information contained in the proxy materials over the internet. The Notice also provides instructions for submitting your proxy over the internet. If you received a Notice and would like to receive a printed copy of our proxy materials, please follow the instructions for requesting materials included in the Notice.
This proxy statement and proxy card will first be made available to shareholders on or about October 4, 2024.
By Order of the Board
RONALD BASSO, Secretary
October 1, 2024
YOUR VOTE IS IMPORTANT. WE URGE YOU TO CAST YOUR VOTE AS INSTRUCTED IN THE NOTICE OR PROXY CARD AS PROMPTLY AS POSSIBLE. IF YOU DID NOT RECEIVE A PAPER PROXY CARD, YOU MAY REQUEST ONE BY CONTACTING THE COMPANY’S SECRETARY AT COHERENT CORP., 375 SAXONBURG BOULEVARD, SAXONBURG, PA 16056.
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