HAEMONETICS CORP (HAE)
Sector: Health Care
2026 Annual Meeting Analysis
HAEMONETICS CORP · Meeting: July 24, 2026
Directors FOR
8
Directors AGAINST
0
Say on Pay
FOR
Auditor
FOR
Director Elections
Election of eight director nominees named in this Proxy Statement for one-year terms expiring at the 2027 Annual Meeting of Shareholders
HAE's 3-year return of -9.0% outperforms the company-disclosed peer group median of -22.6% by +13.6pp, well within the 20pp threshold required to trigger a vote against, so no TSR concern applies to Simon as CEO-director.
Director since 2017 with relevant healthcare leadership experience; HAE outperforms its peer group median over 3 years so no TSR trigger fires, and no overboarding, attendance, or independence concerns are identified.
Director since August 2023 — less than 24 months at the time of this meeting — so she is exempt from the TSR trigger under the 24-month new-director rule; her technology and operations background is relevant to HAE's business.
Director since 2020 with deep medical device industry experience; HAE outperforms its peer group median over 3 years so no TSR trigger fires, and he holds only one outside public board seat (Integer Holdings), well within the overboarding limit.
Director since 2021 with strong financial and audit expertise (CPA designation); HAE outperforms its peer group median over 3 years so no TSR trigger fires, and his three public board seats are within the permitted limit.
Director since 2006 with extensive medical device technology expertise; HAE outperforms its peer group median over 3 years so no TSR trigger fires, and no overboarding or attendance concerns are identified.
Director since 2019 with relevant clinical and health system leadership background; HAE outperforms its peer group median over 3 years so no TSR trigger fires, and she holds one outside public board seat (Embecta), within the permitted limit.
Board Chair since 2021 with extensive healthcare leadership experience; HAE outperforms its peer group median over 3 years so no TSR trigger fires; while she turns 75 shortly before the meeting (triggering the board's own age guideline), the board has disclosed a specific rationale for the waiver and shareholders were consulted and generally supportive, so no policy trigger fires here.
All eight director nominees receive a FOR vote. HAE's 3-year price return of -9.0% outperforms its company-disclosed compensation peer group median of -22.6% by +13.6pp, comfortably within the 20pp threshold required to trigger AGAINST votes for the negative-absolute-TSR tier. No directors are overboarded, all attended at least 75% of meetings, audit committee members have appropriate financial expertise, and no independence or familial-relationship concerns are identified. Diane Bryant, who joined in August 2023, is also exempt from the TSR trigger under the 24-month new-director exemption.
Say on Pay
✓ FORCEO
Christopher A. Simon
Total Comp
$10,722,488
Prior Support
98.6%%
The prior year say-on-pay vote received approximately 98.6% support, well above the 70% threshold that would require visible changes. CEO total compensation reported for the most recent completed fiscal year (fiscal 2025, as extracted from the database) was approximately $10.7 million, which is consistent with market expectations for a CEO at a ~$3-4B medical device company and does not appear to breach the +20% individual threshold. The pay mix is strongly performance-oriented — approximately 89% of the CEO's target compensation is variable (performance-based equity awards including performance stock awards tied to relative total shareholder return and organic revenue growth, stock options, and performance-based cash bonuses), well above the 50-60% minimum. The pay-for-performance alignment check is also satisfactory: HAE's 3-year stock return of -9.0% outperforms the company-disclosed peer group median of -22.6% by +13.6pp, meaning above-benchmark incentive pay is justified by relative shareholder outcomes. The company maintains a robust clawback policy covering both short-term cash awards and long-term equity awards.
Auditor Ratification
✓ FORAuditor
Ernst & Young LLP
Tenure
N/A
Audit Fees
$4,561,600
Non-Audit Fees
$911,500
Non-audit fees (tax fees of $863,600 plus audit-related fees of $47,900, totaling $911,500) represent approximately 20% of audit fees of $4,561,600, well below the 50% threshold that would trigger a concern about auditor independence. EY is a Big 4 firm appropriate for a $3.6B market-cap company. Auditor tenure is not disclosed in the proxy, so the tenure trigger cannot fire per policy — this is noted as a minor negative but does not affect the vote.
Overall Assessment
This is a routine annual meeting ballot for Haemonetics Corporation with no significant governance red flags. All eight director nominees receive a FOR vote because HAE's stock performance meaningfully outperforms its disclosed compensation peer group over the past three years; the auditor ratification passes cleanly with non-audit fees at only ~20% of audit fees; and the say-on-pay vote receives a FOR given near-unanimous prior support (98.6%), a strongly performance-weighted pay mix, and relative TSR outperformance versus peers. No stockholder proposals appear on this ballot, and the two remaining proposals (equity plan amendments) fall outside the scope of the current voting policy.
Compensation Peer Group
16 companies disclosed in 2026 proxy filing