Lightwave Logic, Inc.

Role of the Compensation Committee

Our executive compensation program is designed and administered under the direction and control of the Compensation Committee, which is made up solely of independent directors. The Compensation Committee performs a review of compensation for our executive officers annually. As part of this review, the Compensation Committee takes into consideration its understanding of external market data, including companies competing in our industry.

Role of CEO

The Compensation Committee works with members of our management team, including our CEO, to formulate the specific plan and award designs, including performance measures and performance target levels, necessary to align our executive compensation program with our business objectives and strategies.

Our CEO reviews with the Compensation Committee his performance evaluations of each of our other NEOs, together with his recommendations regarding base salary adjustments, annual incentive awards and long-term incentives to enable the Compensation Committee to consider our financial and operational results as well as individual performance in its compensation decisions. The Compensation Committee makes all final decisions regarding the compensation of all our NEOs.

While certain members of management attended the meetings of the Compensation Committee in 2025 by invitation, they did not attend executive sessions of the meetings unless requested by the Compensation Committee, and they did not attend portions of Compensation Committee meetings during which their individual compensation was discussed or approved.

Role of Compensation Consultant

Our Compensation Committee engages the services of an independent compensation consulting firm to help it design our executive and board compensation programs. During 2025, both Meridian Compensation Partners, LLC and Aon plc provided advisory services to the Compensation Committee. Meridian provided guidance on our 2025 peer group composition and long-term incentive design, board compensation program and provided comparative data on executive compensation practices within our peer group and industry. In mid-2025, the Compensation Committee transitioned from Meridian to Aon, who advised the Compensation Committee in connection with the entry into Mr. LeMaitre’s new employment agreement.

Although the Compensation Committee and Board consider the advice and recommendations of an independent compensation consultant, ultimately, they make their own decisions about executive compensation matters. In the future, we expect that our Compensation Committee will continue to engage an independent compensation consultant to provide additional guidance on our executive compensation programs and to conduct further competitive benchmarking against a peer group of publicly traded companies.

Our Compensation Committee reviews information regarding the independence and potential conflicts of interest of any compensation consultant it may engage, taking into account, among other things, the factors set forth in Nasdaq rules. With respect to services provided in 2025, our Compensation Committee concluded that the engagement of Meridian and Aon did not raise any conflict of interest.

Compensation Peer Group

The Compensation Committee reviews compensation relative to a set of companies that compete with us for talent. The peer group is a reference point and is used as one of several inputs in compensation decision-making, helping to inform the structure and level of pay opportunities. The Compensation Committee does not target a specific percentile of the peer group and retains discretion to consider Company performance, individual contributions, internal equity, and other relevant factors when making compensation decisions.

We construct our peer group to include companies that are similar to us in terms of industry and business model, with market capitalizations ranging from approximately 0.25x to 4x our market capitalization at the time of selection and limited revenues of not more than approximately $225 million, consistent with our pre-commercial stage of development.

The peer group used for assessing 2025 compensation decisions consisted of the companies indicated below. Bolded companies reflect those that were added in 2025, on the basis that their industry and business models were well aligned with the Company’s strategic evolution to focus on polymer development and sales, whereas previously it also developed devices.