Haemonetics (NYSE: HAE) elects Martin Madaus and expands 2019 incentive plan
Rhea-AI Filing Summary
Haemonetics Corporation reported that its Board of Directors elected Martin Madaus as a director, effective July 24, 2026. He is expected to join the Audit Committee and the Governance and Compliance Committee and, as a non-employee director, will receive compensation consistent with the directors’ compensation program, including an annual equity award of approximately $200,000, and will enter into the company’s standard indemnification agreement.
At the 2026 annual meeting, shareholders holding 42,051,106 of 45,445,983 entitled shares were represented, a 92.53% quorum. Shareholders elected eight directors, approved on an advisory basis the compensation of named executive officers, and ratified Ernst & Young LLP as independent registered public accounting firm. They also approved amendments and restatements of the 2019 Long-Term Incentive Compensation Plan, authorizing 4,680,000 additional shares and extending its term through 2036, and the 2007 Employee Stock Purchase Plan, also extended through 2036.
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8-K Event Classification
3 items: 5.02, 5.07, 9.01
3 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 5.07
Submission of Matters to a Vote of Security Holders
Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Shares outstanding: 45,445,983 shares
Shares represented: 42,051,106 shares
Meeting quorum: 92.53%
+5 more
8 metrics
Shares outstanding
45,445,983 shares
Shares outstanding and entitled to vote at the 2026 annual meeting
Shares represented
42,051,106 shares
Shares represented at the 2026 annual meeting, a 92.53% quorum
Meeting quorum
92.53%
Quorum of shares present at the 2026 annual shareholder meeting
Additional LTIP shares
4,680,000 shares
Additional shares authorized under the Amended and Restated 2019 Long-Term Incentive Compensation Plan
Plan term expiration
2036
Extended term through 2036 for the 2019 Long-Term Incentive Plan and 2007 ESPP
Say-on-pay votes for
39,212,253 votes
Votes in favor of advisory approval of named executive officer compensation
LTIP amendment votes for
37,730,923 votes
Votes in favor of the amended and restated 2019 Long-Term Incentive Compensation Plan
Auditor ratification votes for
41,321,226 votes
Votes in favor of ratifying Ernst & Young LLP as independent auditor
Key Terms
Long-Term Incentive Compensation Plan, Employee Stock Purchase Plan, broker non-votes, indemnification agreement, +2 more
6 terms
Long-Term Incentive Compensation Plan financial
"amendment and restatement of the Haemonetics Corporation Amended and Restated 2019 Long-Term Incentive Compensation Plan"
Employee Stock Purchase Plan financial
"amendment and restatement of the Haemonetics Corporation Amended and Restated 2007 Employee Stock Purchase Plan"
An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.
broker non-votes financial
"For | Withhold | Broker Non-Votes Christopher A. Simon | 39,671,163 | 164,476 | 2,215,467"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
indemnification agreement regulatory
"will also enter into the Company’s standard form of indemnification agreement"
An indemnification agreement is a contract in which one party promises to cover losses, costs, or legal claims that another party might face, acting like a tailored safety net or private insurance policy. For investors, it matters because such agreements shift potential financial risk away from a company or its officers and onto the indemnifier, which can affect a company’s future liabilities, cash flow and how risky the investment appears during deal-making or litigation.
advisory basis financial
"The shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers"
independent registered public accounting firm financial
"ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What governance changes did Haemonetics (HAE) disclose in this 8-K?
Haemonetics reported the election of Martin Madaus to its Board, his expected service on the Audit and Governance and Compliance committees, and shareholder approval of updated 2019 Long-Term Incentive and 2007 Employee Stock Purchase plans.
Who is Martin Madaus and what is his role at Haemonetics (HAE)?
Martin Madaus was elected to the Haemonetics Board effective July 24, 2026. He brings over 30 years of diagnostics and life sciences leadership and is expected to join the Board’s Audit and Governance and Compliance committees.
How did Haemonetics (HAE) change its 2019 Long-Term Incentive Compensation Plan?
Shareholders approved an amended and restated 2019 Long-Term Incentive Compensation Plan, authorizing 4,680,000 additional shares for issuance and extending the plan’s term through 2036, along with other technical and conforming changes.
What updates were made to Haemonetics’ (HAE) 2007 Employee Stock Purchase Plan?
Shareholders approved amendments to the 2007 Employee Stock Purchase Plan that extend the plan’s term through 2036 and make technical, immaterial and conforming changes, as described in the company’s 2026 definitive proxy statement.
What were the key voting results at Haemonetics’ (HAE) 2026 annual meeting?
At the 2026 meeting, a 92.53% quorum was present. Shareholders elected eight directors, approved say-on-pay with 39,212,253 votes for, ratified Ernst & Young LLP as auditor, and approved the amended 2019 LTIP and 2007 ESPP.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 24, 2026
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: 781 -848-7100
(Former name or former address, if changed since last report.)
| Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): | |||||
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
| Securities registered pursuant to Section 12(b) of the Act: | ||||||||
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
| Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). | ||
Emerging Growth Company | ||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ | ||
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d)
On July 24, 2026, the Board of Directors of Haemonetics Corporation (the “Company”) elected Martin Madaus as a director of the Company, effective immediately. Dr. Madaus currently serves as Senior Operating Executive at The Carlyle Group, where since 2019 he has advised on healthcare investments and portfolio company performance.
Dr. Madaus, who will stand for election by shareholders at the Company’s 2027 annual meeting of shareholders, is expected to be appointed to serve on the Audit Committee and the Governance and Compliance Committee of the Board of Directors. As a non-employee director of the Company, Dr. Madaus will receive compensation as described in the “Directors’ Compensation” section of the Company’s definitive proxy statement for the 2026 annual meeting of shareholders, with an annual equity award having an approximate value of $200,000. Dr. Madaus will also enter into the Company’s standard form of indemnification agreement, the form of which was previously filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 29, 2018.
A copy of the Company’s press release announcing the election of Dr. Madaus is filed as Exhibit 99.1 to this Current Report on Form 8-K.
(e)
As described in Item 5.07 below, on July 24, 2026, the shareholders of the Company approved an amendment and restatement of the Haemonetics Corporation Amended and Restated 2019 Long-Term Incentive Compensation Plan (the “Amended Plan”), which authorizes 4,680,000 additional shares for issuance under the Amended Plan, extends the term of the Amended Plan through 2036 and makes certain other technical, immaterial and conforming changes.
A description of the material terms and conditions of the Amended Plan is provided in Item 4 of the Company’s definitive proxy statement for the 2026 annual meeting of shareholders, which was filed with the Securities and Exchange Commission on June 9, 2026 and is incorporated herein by reference.
The foregoing description of the Amended Plan is qualified in its entirety by reference to a full and complete copy of the Amended Plan, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
As described in Item 5.07 below, on July 24, 2026, the shareholders of the Company also approved an amendment and restatement of the Haemonetics Corporation Amended and Restated 2007 Employee Stock Purchase Plan (as amended, the “ESPP”), which extends the term of the ESPP through 2036 and makes certain other technical, immaterial and conforming changes. A description of the material terms and conditions of the ESPP is provided in Item 5 of the Company’s definitive proxy statement for the 2026 annual meeting of shareholders, which was filed with the Securities and Exchange Commission on June 9, 2026 and is incorporated herein by reference.
The foregoing description of the ESPP is qualified in its entirety by reference to a full and complete copy of the ESPP, which is filed as Exhibit 10.2 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 5.07 Submission of Matters to a Vote of Security Holders.
The 2026 annual meeting of shareholders of Haemonetics Corporation (the “Company”) was held on Friday, July 24, 2026. Of the 45,445,983 shares outstanding and entitled to vote at the meeting, 42,051,106 shares were represented at the meeting, constituting a quorum of 92.53%.
The results of the votes for each proposal considered at the meeting are set forth below:
1. The shareholders elected each of Christopher A. Simon, Robert E. Abernathy, Diane M. Bryant, Michael J.
Coyle, Lloyd E. Johnson, Mark W. Kroll, Claire Pomeroy and Ellen M. Zane as directors for one-year terms expiring in 2027 based upon the following votes:
| Nominees | For | Withhold | Broker Non-Votes | |||||||||||||||||
| Christopher A. Simon | 39,671,163 | 164,476 | 2,215,467 | |||||||||||||||||
| Robert E. Abernathy | 39,223,620 | 612,019 | 2,215,467 | |||||||||||||||||
| Diane M. Bryant | 39,702,050 | 133,589 | 2,215,467 | |||||||||||||||||
| Michael J. Coyle | 39,633,794 | 201,845 | 2,215,467 | |||||||||||||||||
| Lloyd E. Johnson | 39,241,021 | 594,618 | 2,215,467 | |||||||||||||||||
| Mark W. Kroll | 39,232,256 | 603,383 | 2,215,467 | |||||||||||||||||
| Claire Pomeroy | 39,624,390 | 211,249 | 2,215,467 | |||||||||||||||||
| Ellen M. Zane | 38,813,643 | 1,021,996 | 2,215,467 | |||||||||||||||||
2. The shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers based upon the following votes:
| For | Against | Abstain | Broker Non-Votes | |||||||||||||||||
| 39,212,253 | 572,620 | 50,766 | 2,215,467 | |||||||||||||||||
3. The shareholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending April 3, 2027 based upon the following votes:
| For | Against | Abstain | ||||||||||||||||||
| 41,321,226 | 716,413 | 13,467 | ||||||||||||||||||
4. The shareholders approved a proposal to adopt an amendment and restatement of the Haemonetics Corporation Amended and Restated 2019 Long-Term Incentive Compensation Plan based upon the following votes:
| For | Against | Abstain | Broker Non-Votes | |||||||||||||||||
| 37,730,923 | 2,055,726 | 48,989 | 2,215,468 | |||||||||||||||||
5. The shareholders approved a proposal to adopt an amendment and restatement of the Haemonetics Corporation Amended and Restated 2007 Employee Stock Purchase Plan based upon the following votes:
| For | Against | Abstain | Broker Non-Votes | |||||||||||||||||
| 39,766,894 | 27,909 | 40,835 | 2,215,468 | |||||||||||||||||
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit Number | Description | |||||||
10.1 | Haemonetics Corporation Amended and Restated 2019 Long-Term Incentive Compensation Plan | |||||||
10.2 | Haemonetics Corporation Amended and Restated 2007 Employee Stock Purchase Plan | |||||||
99.1 | Press release dated July 28, 2026 | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| HAEMONETICS CORPORATION | ||||||||||||||
| July 28, 2026 | By: | /s/ Christopher A. Simon | ||||||||||||
| Name: | Christopher A. Simon | |||||||||||||
| Title: | President and Chief Executive Officer | |||||||||||||
Exhibit 99.1
| Investor Contacts | Media Contact | ||||
| Olga Guyette, Vice President-Investor Relations & Treasury | Josh Gitelson, Sr. Director-Global Communications | ||||
| (781) 356-9763 | (781) 356-9776 | ||||
| olga.guyette@haemonetics.com | josh.gitelson@haemonetics.com | ||||
| David Trenk, Sr. Manager-Investor Relations | |||||
| (203) 733-4987 | |||||
| david.trenk@haemonetics.com | |||||
Martin Madaus Elected to Haemonetics Board of Directors
BOSTON, July 28, 2026 -- Haemonetics Corporation (NYSE: HAE) a global medical technology company focused on delivering innovative medical solutions to drive better patient outcomes, announced today that Martin Madaus has been elected to the Company’s Board of Directors, effective July 24, 2026.
Dr. Madaus brings more than 30 years of leadership experience in the diagnostics and life sciences tools industries, having helped drive corporate strategy, commercial growth and operational transformation as both a chief executive officer and a board member. He currently serves as Senior Operating Executive at The Carlyle Group, where since 2019 he has advised on healthcare investments and portfolio company performance. Previously, Dr. Madaus served as Chairman and Chief Executive Officer of Ortho Clinical Diagnostics, Inc. (now QuidelOrtho Corporation), a global provider of in vitro diagnostics, where he led the company’s business turnaround following its carve-out from Johnson & Johnson. Earlier, as Chairman, President and Chief Executive Officer of Millipore Corporation, he led the company's transformation into a leading life sciences company, culminating in its acquisition by Merck KGaA in 2010. Before Millipore, Dr. Madaus served as President and Chief Executive Officer of Roche Diagnostics North America.
In addition to his executive leadership experience, Dr. Madaus is an active board leader and currently serves as Chair of the Board of Repligen Corporation and as a member of the board of directors of Azenta, Inc. He holds a Doctor of Veterinary Medicine from the University of Munich in Germany and a Ph.D. in Veterinary Medicine from the Veterinary School of Hanover in Germany.
"Martin has built and transformed some of the world's leading healthcare companies and brings deep operational, commercial and strategic leadership experience to our Board," said Ellen Zane, Chair of Haemonetics' Board of Directors. "His track record of leading complex global organizations, driving operational excellence and creating shareholder value will be invaluable as Haemonetics continues to execute its strategy, expand its leadership across attractive end markets and deliver long-term value for patients, customers and shareholders."
ABOUT HAEMONETICS
Haemonetics is a global medical technology company dedicated to improving the quality, effectiveness and efficiency of health care. Our Apheresis business features proprietary technologies designed to enhance safety, yield, donor satisfaction and operational efficiency for plasma and blood collectors around the world. Our MedSurg business offers Blood Management Technologies to help inform treatment decisions and optimize the management of blood products, and Interventional Technologies, including advanced vascular closure systems and sensor-guided technologies, designed to drive procedural effectiveness and elevate the patient experience. To learn more about Haemonetics, visit www.haemonetics.com.