Associated tags: Professional Services, Finance, Masimo, Vinnie Politan, Security (finance), MASI, Shareholder, OR, Annual general meeting, ANY, WALL, BLUE, Common stock, Common, INC, ARE, Letter, Asset Management, NO
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Management Politan Capital Management (together with its affiliates, “Politan”), an 8.9% shareholder of Masimo Corporation (“Masimo” or the “Company”) (NASDAQ: MASI), today announced that it is nominating two candidates for election to the Masimo Board of Directors (the “Board”) at the upcoming 2024 Annual Meeting of Stockholders (the “Annual Meeting”).
Key Points:
- Politan Capital Management (together with its affiliates, “Politan”), an 8.9% shareholder of Masimo Corporation (“Masimo” or the “Company”) (NASDAQ: MASI), today announced that it is nominating two candidates for election to the Masimo Board of Directors (the “Board”) at the upcoming 2024 Annual Meeting of Stockholders (the “Annual Meeting”).
- Quentin Koffey, Managing Partner and Chief Investment Officer of Politan, and a current director on the Masimo Board, stated:
“When shareholders overwhelmingly elected Michelle Brennan and me to the Masimo Board last year, we were optimistic we could work productively with the rest of the Board to drive positive change.
- However, at this stage the Board has been provided zero details, and Politan has serious concerns given the lack of basic governance and oversight we have observed since joining the Board.
- The participants in the proxy solicitation are Politan, Politan Capital Management GP LLC, Politan Capital Partners GP LLC, Politan Capital NY LLC, Politan Intermediate Ltd., Politan Capital Partners Master Fund LP (“Politan Master Fund”), Politan Capital Partners LP (“Politan LP”), Politan Capital Offshore Partners LP (“Politan Offshore” and collectively with Politan Master Fund and Politan LP, the “Politan Funds”), Quentin Koffey, Matthew Hall, Aaron Kapito, William Jellison and Darlene Solomon (collectively, the “Participants”).
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Shareholder Politan Capital Management (together with its affiliates, “Politan”), a 9% shareholder of Masimo Corporation (“Masimo” or the “Company”) (NASDAQ: MASI), today commented on the outcome of the Company’s Annual Meeting of Stockholders (the “Annual Meeting”).
Key Points:
- Politan Capital Management (together with its affiliates, “Politan”), a 9% shareholder of Masimo Corporation (“Masimo” or the “Company”) (NASDAQ: MASI), today commented on the outcome of the Company’s Annual Meeting of Stockholders (the “Annual Meeting”).
- Both of Politan’s nominees – Michelle Brennan and Quentin Koffey – were overwhelmingly elected to the Board.
- We believe this election represents a clear mandate from shareholders that significant change is needed at Masimo.
- We look forward to helping Masimo reach its full potential for all its stakeholders.”
1 Numbers exclude voting by company insiders.
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Vinnie Politan Politan Capital Management (together with its affiliates, “Politan”), a 9% shareholder of Masimo Corporation (“Masimo” or the “Company”) (NASDAQ: MASI), today announced that leading proxy advisory firm Glass, Lewis & Co. (“Glass Lewis”) recommends shareholders vote FOR the election of Politan’s nominees, Michelle Brennan and Quentin Koffey, to the Company’s Board of Directors (the “Board”) at the Annual Meeting of Stockholders (the “Annual Meeting”), scheduled for June 26, 2023.
Key Points:
- Politan Capital Management (together with its affiliates, “Politan”), a 9% shareholder of Masimo Corporation (“Masimo” or the “Company”) (NASDAQ: MASI), today announced that leading proxy advisory firm Glass, Lewis & Co. (“Glass Lewis”) recommends shareholders vote FOR the election of Politan’s nominees, Michelle Brennan and Quentin Koffey, to the Company’s Board of Directors (the “Board”) at the Annual Meeting of Stockholders (the “Annual Meeting”), scheduled for June 26, 2023.
- Previously, leading proxy advisory firm Institutional Shareholder Services Inc. (“ISS”) also recommended in favor of both Politan nominees.
- Shareholders can support real change at Masimo by voting on the BLUE proxy card FOR the election of Michelle Brennan and Quentin Koffey.
- 1 Permission to quote Glass Lewis was neither sought nor obtained.
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Shareholder ISS’s report clearly explains the need for change in Masimo’s boardroom and recommends shareholders vote for BOTH Politan nominees, stating:1
Key Points:
- ISS’s report clearly explains the need for change in Masimo’s boardroom and recommends shareholders vote for BOTH Politan nominees, stating:1
“…[T]he fundamental issue is the lack of accountability to shareholders.
- MASI is a public company that operates like a private business, and is disregarding shareholders in the process.
- The board needs to repair its relationship with shareholders, and needs to credibly establish an ability to effectively oversee management.
- Despite this background and state of affairs, the board has attempted to frame recent performance as a victory, and has presented a disingenuous argument
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Vinnie Politan Politan Capital Management (together with its affiliates, “Politan”), a 9% shareholder of Masimo Corporation (“Masimo” or the “Company”) (NASDAQ: MASI), today issued a letter to shareholders from its highly qualified nominees Michelle Brennan and Quentin Koffey in connection with the Annual Meeting of Stockholders (the “Annual Meeting”), scheduled for June 26, 2023.
Key Points:
- Politan Capital Management (together with its affiliates, “Politan”), a 9% shareholder of Masimo Corporation (“Masimo” or the “Company”) (NASDAQ: MASI), today issued a letter to shareholders from its highly qualified nominees Michelle Brennan and Quentin Koffey in connection with the Annual Meeting of Stockholders (the “Annual Meeting”), scheduled for June 26, 2023.
- Michelle has operational experience earned at one of the most respected healthcare and consumer products companies in the world.
- As Managing Partner of Politan, a 9% owner of Masimo, Quentin has the commitment and alignment to champion positive change that advances all shareholders’ interests.
- The participants in the proxy solicitation are Politan, Politan Capital Management GP LLC, Politan Capital Partners GP LLC, Politan Capital NY LLC, Politan Intermediate Ltd., Politan Capital Partners Master Fund LP (“Politan Master Fund”), Politan Capital Partners LP (“Politan LP”), Politan Capital Offshore Partners LP (“Politan Offshore” and collectively with Politan Master Fund and Politan LP, the “Politan Funds”), Quentin Koffey, Matthew Hall, Aaron Kapito and Michelle Brennan (collectively, the “Participants”).
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Vinnie Politan Politan Capital Management (together with its affiliates, “Politan”), a 9% shareholder of Masimo Corporation (“Masimo” or the “Company”) (NASDAQ: MASI), today commented on the Company’s recent announcement that it would authorize expanding its Board and adding Politan nominee Michelle Brennan – contingent on the reelection of all incumbent Masimo directors at the upcoming Annual Meeting of Stockholders (the “Annual Meeting”).
Key Points:
- Politan Capital Management (together with its affiliates, “Politan”), a 9% shareholder of Masimo Corporation (“Masimo” or the “Company”) (NASDAQ: MASI), today commented on the Company’s recent announcement that it would authorize expanding its Board and adding Politan nominee Michelle Brennan – contingent on the reelection of all incumbent Masimo directors at the upcoming Annual Meeting of Stockholders (the “Annual Meeting”).
- Quentin Koffey, Managing Partner and Chief Investment Officer of Politan, stated:
“Meaningful change is clearly needed on Masimo’s Board.
- The participants in the proxy solicitation are Politan, Politan Capital Management GP LLC, Politan Capital Partners GP LLC, Politan Capital NY LLC, Politan Intermediate Ltd., Politan Capital Partners Master Fund LP (“Politan Master Fund”), Politan Capital Partners LP (“Politan LP”), Politan Capital Offshore Partners LP (“Politan Offshore” and collectively with Politan Master Fund and Politan LP, the “Politan Funds”), Quentin Koffey, Matthew Hall, Aaron Kapito and Michelle Brennan (collectively, the “Participants”).
- As the general partner of Politan, Politan Capital Management GP LLC may be deemed to have the shared power to vote or direct the vote of (and the shared power to dispose or direct the disposition of) all of the Politan Shares and, therefore, Politan Capital Management GP LLC may be deemed to be the beneficial owner of all of the Politan Shares.
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Vinnie Politan Politan is seeking refreshed corporate governance at Masimo befitting a public company, not corporate control – and any suggestion otherwise is completely baseless.
Key Points:
- Politan is seeking refreshed corporate governance at Masimo befitting a public company, not corporate control – and any suggestion otherwise is completely baseless.
- The Company’s recent claims that Politan has been unwilling to “engage” or “cooperate” with the Board are simply not credible.
- For example, following Politan’s introductory meeting with Masimo management, the Board refused to meet and immediately adopted entrenching bylaws.
- The participants in the proxy solicitation are Politan, Politan Capital Management GP LLC, Politan Capital Partners GP LLC, Politan Capital NY LLC, Politan Intermediate Ltd., Politan Capital Partners Master Fund LP (“Politan Master Fund”), Politan Capital Partners LP (“Politan LP”), Politan Capital Offshore Partners LP (“Politan Offshore” and collectively with Politan Master Fund and Politan LP, the “Politan Funds”), Quentin Koffey, Matthew Hall, Aaron Kapito and Michelle Brennan (collectively, the “Participants”).
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Nicholas H. Politan The bottom 2% for “withhold” votes against Board members: Over the past decade, Masimo shareholders have withheld against Masimo directors at consistently high levels.
Key Points:
- The bottom 2% for “withhold” votes against Board members: Over the past decade, Masimo shareholders have withheld against Masimo directors at consistently high levels.
- Create Lead Independent Director (LID) role; yet appoint Mr. Cohen as LID: While we strongly support independent leadership of Masimo’s Board, Mr. Cohen is the wrong choice.
- Michelle is currently an independent director at Cardinal Health (NYSE: CAH) and recently served on the Board of Coupa Software (NASDAQ: COUP).
- By electing us, shareholders will be adding to the Board independent, objective directors with the right skills and experience to help the Company realize its potential.
Politan Capital Management (together with its affiliates, “Politan”), a 9% shareholder of Masimo Corporation (“Masimo” or the “Company”) (NASDAQ: MASI), today announced that it has nominated two candidates for election to the Masimo Board of Directors (the “Board”) at the upcoming 2023 Annual Meeting of Stockholders (the “Annual Meeting”), which is currently scheduled for June 26, 2023.
Key Points:
- Politan Capital Management (together with its affiliates, “Politan”), a 9% shareholder of Masimo Corporation (“Masimo” or the “Company”) (NASDAQ: MASI), today announced that it has nominated two candidates for election to the Masimo Board of Directors (the “Board”) at the upcoming 2023 Annual Meeting of Stockholders (the “Annual Meeting”), which is currently scheduled for June 26, 2023.
- If elected to the Masimo Board, Michelle would bring decades of successful experience reinvigorating profitable growth in the healthcare sector.
- “As a 9% owner of Masimo, Politan is fully aligned with the success of the Company and its ability to generate long-term value.
- The participants in the proxy solicitation are Politan Capital, Politan Capital Management GP LLC, Politan Capital Partners GP LLC, Politan Capital NY LLC, Politan Intermediate Ltd., Politan Capital Partners Master Fund LP (“Politan Master Fund”), Politan Capital Partners LP (“Politan LP”), Politan Capital Offshore Partners LP (“Politan Offshore” and collectively with Politan Master Fund and Politan LP, the “Politan Funds”), Quentin Koffey, Matthew Hall, Aaron Kapito and Michelle Brennan (collectively, the “Participants”).
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Masimo Politan Capital Management (together with its affiliates, “Politan”), a 9% stockholder of Masimo Corporation (“Masimo” or the “Company”) (NASDAQ: MASI) today announced that the California State Teachers’ Retirement System (CalSTRS) has joined Politan’s ongoing legal action against Masimo and its Board of Directors (the “Board”).
Key Points:
- Politan Capital Management (together with its affiliates, “Politan”), a 9% stockholder of Masimo Corporation (“Masimo” or the “Company”) (NASDAQ: MASI) today announced that the California State Teachers’ Retirement System (CalSTRS) has joined Politan’s ongoing legal action against Masimo and its Board of Directors (the “Board”).
- Politan’s lawsuit, filed in the Court of Chancery of the State of Delaware, challenges the validity and legality of the employment agreement (the “Employment Agreement”) of Masimo’s Chairman and Chief Executive Officer (“CEO”) Joe Kiani.
- The Masimo CEO’s employment agreement is not only counter to the best interests of the Company’s stockholders, but also sets a dangerous precedent.
- The Employment Agreement renews every year, has no expiration date, and nonrenewal by the Board entitles Mr. Kiani to terminate his employment and receive the Special Payment.