Haemonetics Corp DEF 14A, filed Jun 6, 2025

Haemonetics Corp (HAE)

DEF 14A 2025-06-06 For: 2025-03-29

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Added on June 12, 2026

About this DEF 14A

Haemonetics Corp filed this DEF 14A on June 6, 2025.

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Check the appropriate box:
☐			Preliminary Proxy Statement
☐			Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
x			Definitive Proxy Statement
☐			Definitive Additional Materials
☐			Soliciting Material under §240.14a-12


Payment of Filing Fee (Check the appropriate box):
x			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.


1 To elect the nine director nominees named in the proxy statement to one-year terms expiring in 2026;
2 To approve, on an advisory basis, the compensation of our named executive officers;
3 To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending March 28, 2026; and
4 To transact such other business as may properly come before the meeting.


Notice of Annual Meeting of Shareholders			1
Proxy Statement Summary			3
Item 1—Election of Directors			9
Haemonetics Board of Directors			9
Board ’s Role and Responsibilities			13
Board Leadership Structure			14
Board Policies and Processes			16
Directors’ Compensation			17
Item 2—Advisory Vote on Executive Compensation			19
Executive Officers			20
Compensation Discussion and Analysis			22
Compensation Committee Report			39
Executive Compensation Tables			40
CEO Pay Ratio			47
Pay Versus Performance			48
Timing of Equity Awards			52
Securities Trading P olicy			53
Hedging Policy			53
Item 3—Ratification of Independent Registered Public Accounting Firm			54
Audit Fees and Services			55
Audit Committee Report			55
Share Ownership Information			57
Equity Compensation Plans			57
Security Ownership of Certain Beneficial Owners, Directors and Management			58
Delinquent Section 16(a) Reports			59
General Information About the Meeting and Voting			60
Additional Information			63
Solicitation of Proxies			63
Shareholder Proposals for Next Year ’s Annual Meeting			63
Other Matters			63
Incorporation by Reference			63
Financial Matters and Form 10-K			63
Delivery of Documents to Shareholders Sharing an Address			64
Appendix A—Non-GAAP Financial Reconciliations			65


Date and Time:			Thursday, July 24, 2025 at 8:00 A.M., Eastern Time
Place:			Haemonetics Corporation 125 Summer Street Boston, MA 02110
Commence Mail Date:			On or about June 10, 2025
Record Date:			May 27, 2025


Filed by the Registrant x			Filed by a Party other than the Registrant ☐


			OUR PURPOSE we make it possible you make it matter We challenge ourselves every day to drive greater possibilities and meaningfully advance healthcare.


			Haemonetics provides a suite of innovative medical technology solutions that improve the quality, effectiveness and efficiency of care. We challenge ourselves to think big and make new possibilities a reality, so that our customers can make it matter for patients, every single day. WHAT WE DO For commercial plasma, we offer innovative technologies that enable higher plasma yield collections, help improve productivity and quality in our customers’ centers and enhance the overall donor experience. For hospitals, we provide quality solutions designed to enhance clinical outcomes, improve procedural effectiveness and advance healthcare standards. For blood centers, we advance products and services to help ensure blood safety, improve operational efficiency and collect the blood components in the greatest demand.



IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON JULY 24, 2025: This proxy statement and the Company’s 2025 Annual Report to Shareholders are available at www.envisionreports.com/HAE.


BOARD PRACTICES						SHAREHOLDER PRACTICES

ü Independent Board Chair and directors (other than CEO) ü Committees consist solely of independent directors ü Annual election of directors ü Regular executive sessions of independent directors ü Board oversight of risk management and compliance ü Annual Board and standing committee evaluations, including individual Board member peer review ü Guidelines to promote refreshment, including age 75 retirement and average director tenure of ten years or less						ü Transparent and active shareholder engagement (outreach to over 52% of shares outstanding in each of last seven years) ü Annual say-on-pay advisory vote, with over 94% approval in each of the last ten years ü Majority voting provisions in Charter and By-Laws ü Shareholder right to call special meetings ü Director resignation policy if a director does not obtain a majority of the votes cast in an uncontested election ü No shareholder rights plan (i.e., a "poison pill")

OTHER BEST PRACTICES

ü Maintain strong executive compensation governance and pay practices (see "Strong Governance and Pay Practices" beginning on page 25)



þ			Our Board unanimously recommends that you vote FOR each of the nominees for director named in this Proxy Statement. Directors are elected by a plurality of the votes cast by shareholders entitled to vote at the meeting. Abstentions and broker non-votes will not have any effect on this proposal. Accordingly, the nominees receiving the highest number of “for” votes at the meeting will be elected as directors. However, under a policy adopted by the Board, in an uncontested election, any nominee for director who does not receive the favorable vote of at least a majority of the votes cast with respect to such director is required to tender his or her resignation to the Board, which will consider whether to accept the resignation. This is an uncontested election of directors because the number of nominees for director does not exceed the number of directors to be elected. The persons named in the accompanying proxy will vote all duly submitted proxies FOR the nominees listed below (see "Director Nominees" beginning on page 10) unless instructed otherwise.


n	His or her background, skills, qualifications, experience and acumen as they relate to Haemonetics' business needs	n	His or her independence from the Company and management, as defined under SEC and NYSE rules

n	His or her integrity, independence, leadership and ability to exercise sound judgment	n	His or her contemporaneous service on other public company boards of directors and related committees

n	His or her knowledge of the healthcare sector and the markets in which the Company participates	n	His or her ability to participate fully in Board activities and represent the Company’s stakeholders


Age: 61 Other Public Co. Board Service: •Sotera Health Company						CHRISTOPHER A. SIMON President and Chief Executive Officer, Haemonetics Corporation

						Mr. Simon is President and Chief Executive Officer of the Company. He joined Haemonetics in May 2016 and our Board in September 2016. Mr. Simon previously served as a Senior Partner of McKinsey & Company where he led the Global Medical Products Practice. Mr. Simon served as a consultant with McKinsey & Company beginning in 1993 and was the lead partner for McKinsey & Company’s strategy review with Haemonetics that began in October 2015, where he gained invaluable insights into the Company’s business and markets. Prior to his career at McKinsey, Mr. Simon served in commercial roles with Baxter Healthcare Corporation and as a U.S. Army Infantry Officer in Korea with the 1st Ranger Battalion. In addition to his public company board service, Mr. Simon also serves on the Board of Directors of AdvaMed, a global trade association of companies that develop, produce, manufacture and market medical technologies. Mr. Simon earned a Bachelor of Science in Economics from the Wharton School at the University of Pennsylvania and an M.B.A. from Harvard Business School. Skills and Qualifications: As President and Chief Executive Officer of the Company, Mr. Simon provides the Board with an intensive understanding of the Company’s business, operations and strategy. Mr. Simon also brings to the Board more than 30 years of experience in helping businesses transform and grow.


Independent Age: 70 Other Public Co. Board Service: •Avient Corp.						ROBERT E. ABERNATHY Retired Chairman and Chief Executive Officer, Halyard Health, Inc.

						Mr. Abernathy joined our Board in October 2017 and is Chair of the Compensation Committee and a member of the Governance and Compliance Committee. Mr. Abernathy served as Chairman of the Board of Directors and Chief Executive Officer of Halyard Health Inc., a publicly-traded medical technology company and spin-off from Kimberly-Clark, from October 2014 until his retirement in June 2017 (he continued as Chairman until September 2017). Mr. Abernathy joined Kimberly-Clark, a global personal care products company, in 1982 and held numerous roles of increasing responsibility, including President of Kimberly-Clark’s Global Health Care business, Group President, Developing & Emerging Markets, Managing Director, Kimberly-Clark Australia and President, North Atlantic Consumer Products. Skills and Qualifications: Mr. Abernathy brings to the Board extensive leadership experience in the healthcare industry and in international operations, including in-depth knowledge and insight on the needs of healthcare providers and patients and enterprise risk management matters.


Independent Age: 63 Other Public Co. Board Service: •Broadcom Inc.						DIANE M. BRYANT Former Chairman and Chief Executive Officer, NovaSignal Corp.

						Ms. Bryant joined our Board in August 2023 and is a member of both the Compensation Committee and the Technology Committee. Ms. Bryant previously served as Chairman and Chief Executive Officer of NovaSignal Corp., a medical technology and data company specializing in the assessment and management of brain health, from June 2020 until its acquisition in July 2023. She previously served as Chief Operating Officer of Google Cloud (cloud computing services) from December 2017 to July 2018 and, prior to Google Cloud, spent 32 years at Intel Corporation where she held numerous leadership positions of increasing responsibility, including Group President of the Data Center Group. Ms. Bryant was named one of Fortune’s 50 Most Powerful Women in Business in 2015 and 2016. In addition to her public company board service, Ms. Bryant serves as a director of Celestial AI (a venture-capital backed private company) and as Chair of the Chancellor’s Board of Advisors at the University of California, Davis. She also previously served as a director of United Technologies Corporation from January 2017 until its acquisition by Raytheon Company in April 2020. Skills and Qualifications: As a seasoned business leader with prominent global technology organizations, Ms. Bryant brings significant expertise and strategic insight to our Board in the areas of technology and innovation, cybersecurity, software/cloud computing, business development and enterprise risk management.


Independent Age: 63						MICHAEL J. COYLE Former President and Chief Executive Officer, iRhythm Technologies, Inc.

						Mr. Coyle joined our Board in April 2020 and is a member of both the Audit Committee and the Technology Committee. Mr. Coyle previously served as the President and Chief Executive Officer of iRhythm Technologies, Inc., a digital healthcare company, from January 2021 to June 2021. From December 2009 to January 2021, Mr. Coyle served as Executive Vice President and Group President, Cardiac and Vascular Group of Medtronic plc (and its predecessor, Medtronic, Inc.), a global medical device company, where he oversaw four of the company’s business divisions. Mr. Coyle previously served as President of the Cardiac Rhythm Management division at St. Jude Medical Inc. from 2001 to 2007 and earlier in his career held numerous leadership positions at St. Jude and Eli Lilly & Company. Mr. Coyle previously served on the boards of iRhythm Technologies, Inc. and of two NASDAQ-listed medical device companies responsible for making catheter-based products. He holds six U.S. patents related to cardiovascular medical device products and technologies. Skills and Qualifications: Mr. Coyle’s many years of executive experience in the medical device industry, including building global businesses and bringing technologies to important medical markets, provides the Board with a valuable perspective as the Company pursues growth and advances its innovation agenda. His leadership positions with global medical device companies also brings additional expertise to the Board in strategic planning, enterprise risk management, market development and international operations.


Independent Age: 70 Other Public Co. Board Service: •Hologic, Inc. •Keysight Technologies, Inc.						CHARLES J. DOCKENDORFF Retired Executive Vice President and Chief Financial Officer, Covidien plc

						Mr. Dockendorff joined our Board in July 2014 and is Chair of the Audit Committee and a member of the Governance and Compliance Committee. Mr. Dockendorff served as Executive Vice President and Chief Financial Officer of Covidien plc, a global healthcare company, and its predecessor, Tyco Healthcare, from 1995 until his retirement in 2015. Mr. Dockendorff joined the Kendall Healthcare Products Company, the foundation of the Tyco Healthcare business, in 1989 as Controller and was named Vice President and Controller five years later. Prior to joining Kendall/Tyco Healthcare, Mr. Dockendorff was the Chief Financial Officer, Vice President of Finance and Treasurer of Epsco, Inc. and Infrared Industries, Inc. Earlier in his career, Mr. Dockendorff worked as an accountant for Arthur Young & Company (now Ernst & Young LLP) and the General Motors Corporation. Mr. Dockendorff previously served as a director of Boston Scientific Corporation. Skills and Qualifications: Mr. Dockendorff is a highly-respected healthcare industry leader with extensive experience in finance and corporate management. As a retired Chief Financial Officer of a large global healthcare products company, Mr. Dockendorff brings to the Board many years of leadership experience in accounting and financial management and planning as well as enterprise risk management.


Independent Age: 71 Other Public Co. Board Service: •Apogee Enterprises, Inc. •Beazer Homes USA, Inc. •VSE Corporation						LLOYD E. JOHNSON Retired Global Managing Director, Finance and Internal Audit, Accenture Corporation

						Mr. Johnson joined our Board in August 2021 and is a member of both the Audit Committee and the Governance and Compliance Committee. Mr. Johnson served as Global Managing Director, Finance and Internal Audit at Accenture Corporation from 2004 until his retirement in 2015, where he led the global management consulting company’s audit organization and provided strategic leadership in finance, risk, compliance and governance. Prior to joining Accenture, Mr. Johnson served as Executive Director, M&A and General Auditor for Delphi Automotive PLC, a global automotive technology industry leader. He has also held senior financial leadership positions at Emerson Electric Corporation, Sara Lee Corporation and Shaw Food Services. In addition to his public company board service, Mr. Johnson also serves on the boards of AARP, where he is Board Chair, and as a Board of Trustee of the University of South Carolina Business Partnership Foundation. He was named one of the "Most Influential Black Corporate Directors" by Savoy in 2024 and has been listed as a "Director to Watch" in 2018 and 2020 by Directors & Boards. Mr. Johnson is a certified public accountant and holds the National Association of Corporate Directors' ("NACD") Directorship Certification. Skills and Qualifications: Mr. Johnson has over 35 years of corporate finance leadership experience, mostly at multi-national public companies. He brings to the Board significant expertise and strategic insight in the areas of accounting and financial management, mergers and acquisitions, international operations, business development, corporate governance and enterprise risk management.


Independent Age: 72						MARK W. KROLL, Ph.D. Retired Senior Executive Officer, St. Jude Medical, Inc.

						Dr. Kroll joined our Board in 2006 and is a member of both the Compensation Committee and the Technology Committee. He currently serves as an Adjunct Full Professor of Biomedical Engineering at the University of Minnesota. From 1995 until his retirement in 2005, Dr. Kroll held a variety of executive leadership positions at St. Jude Medical, Inc., a global medical device company, including as Senior Vice President and Chief Technology Officer for the Cardiac Rhythm Management division and as Vice President of the Tachycardia Business division. Dr. Kroll has more than 25 years of experience with cardiovascular devices and instrumentation and is the named inventor of more than 380 U.S. patents as well as numerous international patents. He is a fellow of the American College of Cardiology, Heart Rhythm Society, Institute of Electronics and Electrical Engineering and the American Institute for Medicine and Biology in Engineering. In 2010, Dr. Kroll was awarded the Engineering in Medicine and Biology Society’s Career Achievement Award in Biomedical Engineering, among the highest international awards in biomedical engineering. Dr. Kroll also previously served as a director of Axon Enterprise, Inc. Skills and Qualifications: Dr. Kroll is a well-known pioneer in the field of electrical medical devices and a distinguished technology expert throughout the global medical device industry. He brings to the Board extensive expertise in the areas of medical innovation and technology.


Independent Age: 70 Other Public Co. Board Service: •Embecta Corp.						CLAIRE POMEROY, M.D. President, Albert and Mary Lasker Foundation

						Dr. Pomeroy joined our Board in April 2019 and is a member of the Compensation Committee and Chair of the Technology Committee. Since 2013, Dr. Pomeroy has served as the President of the Albert and Mary Lasker Foundation, a private foundation that seeks to improve health by accelerating support for medical research through recognition of research excellence, education and advocacy. Previously, Dr. Pomeroy served as Dean of the UC Davis School of Medicine and Vice Chancellor of the UC Davis Health System. In addition to her public company board service, Dr. Pomeroy also is Chair of the Center for Women in Academic Medicine and Science and a director of the Lasker Foundation, the Sierra Health Foundation, the Science Philanthropy Alliance, the Science Communication Lab, the Geisinger Commonwealth School of Medicine, Research!America and the Morehouse School of Medicine. Dr. Pomeroy previously served on the board of directors of Becton, Dickinson and Company, from which she resigned in March 2022 in connection with joining the board of directors of Embecta Corp., a diabetes care spin-off of Becton, Dickinson and Company. Skills and Qualifications: Dr. Pomeroy is an expert in infectious diseases with broad leadership experience in health system administration, healthcare delivery, medical research and public health. She provides the Board with important perspectives in the areas of global health services, health policy and medical innovation.


Independent Chair Age: 73 Other Public Co. Board Service: •Boston Scientific Corporation •Synchrony Financial						ELLEN M. ZANE CEO Emeritus of Tufts Medical Center

						Ms. Zane joined our Board in January 2018 and serves as the Chair of the Board and Chair of the Governance and Compliance Committee. Ms. Zane is CEO Emeritus of Tufts Medical Center, where she served as President and Chief Executive Officer from 2004 to 2011. Prior to 2004, Ms. Zane served as Network President for Partners Healthcare System (now known as Mass General Brigham), a physician/hospital network sponsored by the Harvard-affiliated Massachusetts General Hospital and Brigham and Women’s Hospital. Ms. Zane also previously served as Chief Executive Officer of Quincy Hospital in Quincy, Massachusetts. Ms. Zane has previously served as a director of Azenta, Inc., Century Capital Management, Parexel International Corporation, Lincare Holdings Inc. and Press Ganey Holdings. Ms. Zane previously served on the Company’s Board from 2012 to 2016. Ms. Zane was named to the NACD Directorship 100 for 2021, an annual award that recognizes the most influential boardroom leaders. Skills and Qualifications: Ms. Zane is a nationally renowned healthcare leader with substantial public company board experience. She brings to the Board extensive functional and leadership expertise in the healthcare industry, including with respect to strategy development, finance, operational effectiveness and enterprise risk management.


Voting Roadmap


Performance Highlights


Governance Highlights


Performance Highlights



ASSESS BOARD NEEDS 6						The Governance and Compliance Committee or other Board member identifies a need to add a new Board member who meets specific criteria or to fill a vacancy on the Board.



IDENTIFY CANDIDATES 6						The Governance and Compliance Committee initiates a search seeking input from Board members and senior management and, if necessary, hires a search firm. The Governance and Compliance Committee also considers recommendations for nominees for directorships submitted by shareholders. In formal searches for new directors, the Governance and Compliance Committee endeavors to include, and to direct any search firm engaged for such purpose to include, qualified gender and racially/ethnically diverse candidates in the initial search pool from which candidates are identified.



EVALUATE POTENTIAL CANDIDATES 6						An initial list of candidates that will satisfy specific criteria and otherwise qualify for membership on the Board is identified and presented to the Governance and Compliance Committee, which evaluates the candidates.



INTERVIEW CANDIDATES 6						The Board Chair, the Chair of the Governance and Compliance Committee, the Chief Executive Officer and other members of the Governance and Compliance Committee interview top candidates.



RECOMMEND CANDIDATES FOR BOARD REVIEW 6						The Governance and Compliance Committee seeks the full Board’s endorsement of the final candidate and makes a recommendation to the Board regarding the candidate’s election.



NOMINATION AND ELECTION						The final candidate is nominated by the Board for shareholder election or elected by the Board to fill a vacancy.


	Board of Directors	Audit Committee	Compensation Committee	Governance and Compliance Committee	Technology Committee
Regular Meetings	4	4	4	4	4
Special Meetings	3	5	1	0	0
Total Number of Meetings	7	9	5	4	4


AUDIT COMMITTEE
Members						Key Responsibilities
Charles J. Dockendorff (Chair) Michael J. Coyle Lloyd E. Johnson						•Oversee financial reporting and disclosure practices on behalf of the Board, including: ◦Oversee internal controls and the internal audit function and processes for monitoring compliance by the Company with Company policies ◦Select, replace and determine the compensation (including pre-approval of all audit and non-audit fees) of the independent registered public accounting firm •Review the scope of the annual audit and its results with the Company’s independent registered public accounting firm •Review various matters relating to financial risk assessments and remediation •Review transactions subject to the Company’s Related Party Transactions Policy


COMPENSATION COMMITTEE
Members						Key Responsibilities
Robert E. Abernathy (Chair) Diane M. Bryant Mark W. Kroll Claire Pomeroy						•Determine total compensation philosophy for executives •Approve peer group and review competitive standing of compensation •Oversee the Company’s human capital management strategy •Set competitive short- and long-term compensation elements, benefits and perquisites •Set, and determine achievement of, short- and long-term performance goals •Review and approve executive compensation (Board ratification for CEO) •Oversee employee compensation plans and policies, including performance of an annual risk-assessment of such plans and policies •Recommend changes to Board compensation •Select, replace and determine compensation of independent compensation consultant


GOVERNANCE AND COMPLIANCE COMMITTEE
Members						Key Responsibilities
Ellen M. Zane (Chair) Robert E. Abernathy Charles J. Dockendorff Lloyd E. Johnson						•Consider and make recommendations for CEO role and director nominees •Lead annual Board self-evaluation process •Review and make recommendations to the Board regarding its Principles of Corporate Governance as well as other matters of corporate governance, responsible corporate citizenship and public issues of broad social significance •Oversee the Company’s compliance programs, including quarterly ethics and compliance reviews with our Chief Compliance Officer and periodic review of compliance issues relating to quality and regulatory affairs and data privacy and cybersecurity •Receive periodic reports from management on our ESG/corporate responsibility performance ratings as well as our external corporate responsibility reporting process •Ensure that directors receive orientation and continuing education as needed


TECHNOLOGY COMMITTEE
Members						Key Responsibilities
Claire Pomeroy (Chair) Diane M. Bryant Michael J. Coyle Mark W. Kroll						•Review alignment of Company’s innovation agenda with strategy and growth objectives •Review overall direction, effectiveness, competitiveness and timing of the Company’s research and development programs and pipelines •Review the Company’s intellectual property portfolio and related strategies, as well as potentially disruptive technology that could impact the Company and its products •Oversee quality assurance, regulatory affairs and clinical and medical affairs in support of the Company’s new product development and lifecycle management •Review technology aspects of products as they relate to quality, safety and cybersecurity •Receive periodic reports regarding the Company’s medical advisory boards


Name	Fees Earned or Paid in Cash ($)		Stock Awards(1) ($)		Total ($)
Robert E. Abernathy	$	95,000	$	199,954	$	294,954
Diane M. Bryant	$	80,000	$	199,954	$	279,954
Michael J. Coyle	$	83,000	$	199,954	$	282,954
Charles J. Dockendorff	$	103,000	$	199,954	$	302,954
Lloyd E. Johnson	$	83,000	$	199,954	$	282,954
Mark W. Kroll	$	80,000	$	199,954	$	279,954
Claire Pomeroy	$	90,000	$	199,954	$	289,954
Ellen M. Zane	$	250,000	$	199,954	$	449,954


Name			Unvested Stock Awards (RSUs) (#)
Robert E. Abernathy			2,207
Diane M. Bryant			2,207
Michael J. Coyle			2,207
Charles J. Dockendorff			2,207
Lloyd E. Johnson			2,207
Mark W. Kroll			2,207
Claire Pomeroy			2,207
Ellen M. Zane			2,207



þ			The Board recommends that shareholders vote, in an advisory manner, FOR the resolution set forth above. Approval of this proposal requires the affirmative vote of a majority of shares present, in person or represented by proxy, and voting on this proposal at the meeting. Abstentions and broker “non-votes” will not have any effect on this proposal. Management proxy holders will vote all duly submitted proxies FOR approval unless instructed otherwise.



			Michelle L. Basil, age 53, joined the Company in March 2017 as Executive Vice President, General Counsel. Ms. Basil was previously a Partner and Chair of the Life Sciences Practice Group at Nutter, McClennen & Fish LLP, a Boston-based law firm, where she practiced from September 1997 to March 2017. Ms. Basil focused her practice on corporate and securities law, including mergers and acquisitions, strategic partnerships and corporate governance matters, and represented both public and private companies, principally in the life sciences and medical technology industries. Ms. Basil is a member of the Board of Directors of the Massachusetts Medical Device Industry Council (MassMEDIC). She is admitted to the bar in Massachusetts and holds both a Bachelor of Arts and a Juris Doctor from the University of California at Berkeley.


			Frank W. Chan, age 55, joined the Company in April 2025 as Executive Vice President, Chief Operating Officer. In this role, Mr. Chan oversees the Company’s research and development, regulatory and global manufacturing and supply chain functions. Mr. Chan joined the Company from Medtronic plc, where from 2015 to April 2025 he held commercial, operational and technical leadership positions across multiple businesses, most recently serving as President of the Acute Care & Monitoring business. In this role, he led a global portfolio of airway management, patient monitoring and connected care solutions, driving growth and product innovation. Prior to joining Medtronic, Mr. Chan held various leadership positions at Covidien plc from 2011 to 2015, where he played key roles across functions, including research and development and medical affairs. Earlier in his career, Mr. Chan also held research and development and program management roles of increasing responsibility with Medtronic and DePuy Orthopaedics, Inc. Mr. Chan earned a Bachelor of Engineering in medical engineering from Concordia University and both a Master of Engineering and Doctor of Philosophy in biomedical engineering from McGill University.


			James C. D'Arecca, age 54, joined the Company as Executive Vice President, Chief Financial Officer in April 2022. Mr. D'Arecca previously served as Chief Financial Officer of TherapeuticsMD, Inc., a women’s healthcare company, from June 2020 to April 2022. Prior to joining TherapeuticsMD, Inc., Mr. D’Arecca served as the Senior Vice President and Chief Accounting Officer of Allergen plc (formerly known as Actavis plc), a global pharmaceutical company, from August 2013 until its merger with AbbVie Inc. in May 2020. Mr. D’Arecca served as Chief Accounting Officer at Bausch & Lomb prior to joining Actavis plc and earlier in his career held finance and business development positions of increasing responsibility at Merck & Co., Inc. and Schering-Plough Corporation. Mr. D’Arecca began his career at PricewaterhouseCoopers LLP from 1992 to 2005, where he had an industry focus on pharmaceuticals, medical devices, and consumer products. Mr. D'Arecca currently serves on the Board of Directors of Prestige Consumer Healthcare, Inc., a consumer products healthcare company. Mr. D’Arecca earned a Bachelor of Science in Accounting from Rutgers University and a Master of Business Administration from Columbia University. He is a Certified Public Accountant.


			Roy Galvin, age 56, joined Haemonetics in October 2022 as President, Global Plasma and Blood Center and since March 2025 has served as Executive Vice President, Chief Commercial Officer. In this expanded role, Mr. Galvin has responsibility for the Company’s Global Hospital business as well as its Global Plasma and Blood Center businesses, directing all commercialization initiatives to expand the reach and breadth of the Company’s full product portfolio. Mr. Galvin’s significant experience in global healthcare technology includes more than 25 years at Medtronic plc, where his leadership roles included Senior Vice President Commercial – US Cranial & Spinal Technologies, Senior Vice President Commercial Americas – Restorative Therapy Group, Vice President US Sales – Surgical Technologies, and Director of Global Marketing – Neurologic Technologies. Earlier in his career, Mr. Galvin held positions of increasing responsibility at Xomed Surgical Products Inc. (prior to its acquisition by Medtronic), Corin Orthopedics, Biomet Corporation, Inc. and Zimmer Orthopedic Inc. Mr. Galvin is a graduate of Portsmouth Polytechnic.




			Laurie A. Miller, age 52, has served as Senior Vice President, Chief Human Resources Officer of Haemonetics since August 2021. She brings to the Company over 25 years of experience in talent management and organizational development. Ms. Miller joined Haemonetics in 2016 and previously held positions as Vice President, Human Resources and Senior Director, Human Resources and Talent Management, where she helped build the Company’s collaborative, performance-driven culture, direct key employee-focused initiatives and create a strong workplace environment for employees. Prior to joining Haemonetics, Ms. Miller served in positions of increasing responsibility at Iron Mountain Inc., an enterprise information management company, including as Director of Human Resources, from February 2010 to April 2016. Earlier in her career, Ms. Miller held various Human Resources positions of broad and increasing responsibility at Dunkin’ Brands Group Inc., a global franchisor of quick service restaurants, and Shawmut Design and Construction, a construction management firm. Ms. Miller earned a Bachelor of Science in Business Management from Westfield State College and a Master of Science in Management from Emmanuel College.


Named Executive Officer			Title
Christopher A. Simon			President and Chief Executive Officer
James C. D'Arecca			Executive Vice President, Chief Financial Officer
Michelle L. Basil			Executive Vice President, General Counsel
Roy Galvin(1)			Executive Vice President, Chief Commercial Officer
Stewart W. Strong(2)			Former President, Global Hospital


Corporate Strategy

Value Drivers	Hospital (business unit)	Innovation Agenda	Operational Excellence
	Plasma (business unit)	Inorganic Growth	Resource Allocation

Select Fiscal 2025 Achievements	•Hospital organic revenue grew 12%, driven by the continued success of our Vascular Closure and Hemostasis Management product lines •Plasma organic revenue declined 6% driven by a temporary pullback in collection volumes and the planned transition of CSL Plasma ("CSL"), but our base business (ex-CSL) continued to grow driven by Persona and Express Plus technology upgrades and market share gains •Rationalized non-strategic assets within Blood Center with the sale of our Whole Blood product line, which drove a year-over-year revenue decline but will help align our resources to higher margin, higher growth opportunities	•Launched key, new product introductions in each of our Hospital franchises, including: ◦Interventional Technologies: New VASCADE MVP XL mid-bore venous closure device, which utilizes 58% more collagen and a larger disc than the current VASCADE MVP system, providing a robust closure solution for procedures requiring 10-12F sheaths such as cryoablation and left atrial appendage closure for atrial fibrillation patients ◦Blood Management Technologies: New TEG 6s Global Hemostasis-HN assay cartridge, which expands viscoelastic testing capabilities for fully heparinized patients in adult cardiovascular surgeries/procedures and liver transplants •Enhanced our Interventional Technologies portfolio with the acquisition of Attune Medical	•Strengthened balance sheet with successful issuance of $700 million aggregate principal amount of 2.5% convertible senior notes due 2029 •Refinanced debt with five-year, $1 billion credit facility, expanding our revolving credit facility capacity and easing certain financial covenants •Completed $225 million in share repurchases to address dilutive impact of equity grants in recent years


Three-Year Cumulative Total Shareholder Return (Fiscal 2023-2025)(1)			One-Year Cumulative Total Shareholder Return (Fiscal 2025)(1)


The Company holds annual “say-on-pay” votes and has received over 94% say-on-pay approval from our shareholders for our executive compensation programs in each of the last ten years, including at the 2024 Annual Meeting of Shareholders. While say-on-pay is a key indicator of shareholder feedback, we also are committed to maintaining an open dialogue with our shareholders throughout the year. As discussed elsewhere in this Proxy Statement, our Board Chair (who also Chairs our Governance and Compliance Committee) and Compensation Committee Chair offered meetings to shareholders representing approximately 53% of shares outstanding during the fall and winter of fiscal 2025 and met with shareholders representing over 21% of shares outstanding to discuss, among other topics, Haemonetics' corporate strategy			APPROXIMATELY 97% say-on-pay approval at 2024 Annual Meeting of Shareholders
and performance, board composition and refreshment, executive compensation, corporate responsibility and other governance matters. Shareholders we met with were complimentary of our executive compensation program overall, and of our senior management team, while asking insightful questions and providing perspective on how they evaluate the program. The feedback from the shareholder outreach efforts was provided to the Governance and Compliance and Compensation Committees as well as the full Board, including with respect to the following compensation matters:


WHAT WE HEARD						WHAT WE DID

•Investors generally commended the clarity and continuity of our executive compensation design and were not prescriptive on appropriate compensation design to support our strategic objectives, but asked thoughtful questions about the Compensation Committee’s rationale for certain short- and long-term incentive compensation plan metrics versus other financial or operational metrics. •Investors supported adding a free cash flow measure to our 2026 executive compensation program, which we discussed as a key metric for the Company as it continues to seek to deploy and utilize capital efficiently. •Several investors suggested that the Compensation Committee consider adding a financial metric to supplement rTSR for PSUs under our long-term incentive compensation program.						•The Compensation Committee took all investor feedback into account when reviewing the design of our fiscal 2026 compensation programs, and the Company continued to focus on providing transparent disclosures in the CD&A linking compensation decisions to corporate strategy and long-term shareholder value creation. •The Compensation Committee determined to add a free cash flow measure as an additional performance metric under our fiscal 2026 short-term incentive compensation plan. •The Compensation Committee, having considered market practice among our compensation peers and our focus on long-term growth, determined to add a three-year average annual organic revenue growth rate target as an additional PSU award performance measure under our fiscal 2026 long-term incentive compensation plan to supplement rTSR.


Named Executive Officer	Fiscal 2024 Base Salary		Fiscal 2025 Base Salary		Percent Increase
Christopher A. Simon	$	1,100,000	$	1,100,000	—	%
James C. D'Arecca	$	551,250	$	580,000	5.2	%
Michelle L. Basil	$	520,262	$	541,072	4.0	%
Roy Galvin(1)	$	463,500	$	495,000	6.8	%
Stewart W. Strong	$	458,556	$	480,000	4.7	%


Fiscal 2025 Metrics	Weighting	Description
Adjusted Revenue	60%	Adjusted revenue, which is intended to reflect organic growth, is calculated as revenue determined in accordance with accounting principles generally accepted in the United States ("GAAP") and adjusted to remove the impacts of currency. Additionally, the calculation of adjusted revenue results excludes the portion, if any, of fiscal 2025 revenue from North America disposables sales to CSL under its U.S. disposable supply agreement expiring in December 2025 that exceeds the amount of fiscal 2025 revenue from North America disposable sales to CSL contemplated in the adjusted revenue performance target set by the Committee based on the Company’s annual operating plan. It may also be adjusted for certain items that affect the comparability of results, including acquisitions or dispositions completed during the fiscal period, other specific large, unusual or nonrecurring items and changes in accounting principles pursuant to GAAP. The Committee selected adjusted revenue as a performance metric because it is a key component of our annual operating plan and is consistent with our strategic objective to drive transformational revenue growth.
Adjusted EPS	40%	Adjusted EPS is calculated as earnings per share determined in accordance with GAAP and adjusted for certain items that affect the comparability of results, including acquisitions or dispositions completed during the fiscal period, other specific large, unusual or nonrecurring items and changes in accounting principles pursuant to GAAP. The Committee selected adjusted EPS as a performance metric because it is a key driver of shareholder return and aligns executives with shareholder value creation.


Named Executive Officer	Fiscal 2024 Target	Fiscal 2025 Target
Christopher A. Simon	125%	125%
James C. D'Arecca	75%	80%
Michelle L. Basil	75%	80%
Roy Galvin	70%	75%
Stewart W. Strong	70%	75%


	Metric Weighting		Performance Targets								Achievement
Fiscal 2025 Targets(1)			Threshold		Target			Maximum			Full Year Results		Target Award (%)
Adjusted Revenue(2)	60	%	$	1,326.4		$	1,396.2		$	1,466.0	$	1,363.8	76.8	%
Adjusted EPS(3)	40	%	$	4.14		$	4.60		$	5.06	$	4.52	90.5	%
Payout Percentage			50%			100%			200%				82.3%