LUMINEX CORPORATION (NASDAQ:LMNX) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
2019 Executive Cash-Based Performance Incentives
On March 28, 2019, the Compensation Committee (the “Committee”) of the Board of Directors of Luminex Corporation, a Delaware corporation (the “Company”), approved the 2019 cash-based performance incentive opportunities under the Luminex Corporation 2018 Management Incentive Plan for the Company’s named executive officers and certain other executives (the “Management Incentive Plan”).
The performance incentives or incentive opportunities under the Management Incentive Plan are based upon four components: Company financial objectives (“Company Financial Goals”), Company research and development goals (“R&D Goals”), key project objectives (“Project Goals”), and leadership goals (“Leadership Goals”). Achievement, in each case, is determined by the Committee and subject to such adjustments and exclusions as determined by the Committee. The Company Financial Goal is based on a matrix of revenue and operating profit for the year ending December 31, 2019 and is the same for each participant. Certain R&D Goals or Project Goals are the same for each participant, while others vary by executive and are based on specified research and development, management or strategic initiatives, projects or other requirements, with each objective given a specified weight. Leadership Goals vary by executive and are based on leadership and/or team contributions with each objective given a specified weight.
The total target awards for the Company’s named executive officers and certain other executives (other than as noted below for Mr. Shamir our chief executive officer) in 2019 are weighted 50% for the achievement of the Company Financial Goal, 20% for the achievement of Company R&D Goals and Project Goals applicable to each participant, and 30% for the achievement of R&D Goals, Project Goals or Leadership Goals that vary by participant. The total target award for Mr. Shamir in 2019 is weighted 50% for the achievement of the Company Financial Goal and 50% for the achievement of R&D Goals or Project Goals. The target bonuses for each named executive officer, reflected as a percentage of 2019 earned base salary, are as follows:
|
Name |
Title |
Target Bonus |
|
Nachum Shamir |
President and Chief Executive Officer |
50% |
|
Harriss T. Currie |
Senior Vice President, Finance, Chief Financial Officer and Treasurer |
55% |
|
Randall Meyers |
Senior Vice President, Global Manufacturing and Quality |
50% |
|
Richard W. Rew II |
Senior Vice president, General Counsel and Corporate Secretary |
50% |
|
Todd C. Bennett |
Senior Vice President, Global Sales and Customer Operations |
50% |
Following the end of the fiscal year, the Committee will determine whether and the extent to which the applicable targets were met. The Company Financial Goal is subject to an over/underachievement scale with possible payouts of 0% to 200% of the target bonus for the Company Financial Goal based on financial results between specified minimum and maximum performance levels of the performance targets. The minimum threshold represents the level of Company financial performance below which no incentive under the Management Incentive Plan will be paid for 2019 and is established annually by the Committee. The target threshold represents the level where the actual incentive award paid for the Company Financial Goal equals the targeted award and the maximum threshold represent the performance level where the actual incentive award paid equals the maximum amount permitted under the Management Incentive Plan. Minimum payouts for minimum threshold performance start at 30% of the target value for the Company Financial Goal.
Except as otherwise determined by the Committee, R&D Goals, Project Goals and Leadership Goals are generally not subject to an overachievement scale for the Company’s named executive officers and certain other executives (other than Mr. Shamir) but they may be eligible for partial achievement depending on the specified goal. Mr. Shamir’s R&D Goals and Project Goals are subject to overachievement payouts up to 200% for 2019 and may be eligible for partial achievement depending on the specified goal.
Accordingly, the Management Incentive Plan opportunities provide for potential performance bonuses ranging from 0% to 200% of Mr. Shamir’s target bonus amount and 0% to 150% of the target bonus amount of our other named executive officers and certain other executives, subject in each case to the achievement of the total consolidated revenue threshold approved by the Committee for 2019.
About LUMINEX CORPORATION (NASDAQ:LMNX)
Luminex Corporation develops, manufactures and sells biological testing technologies with applications throughout the diagnostics, pharmaceutical and life sciences industries. The Company has a range of instruments using its xMAP technology, including its LUMINEX 100/200 systems offer 100-plex testing; the Company’s FLEXMAP 3D system is its high-throughput, 500-plex testing system, and its MAGPIX system provides 50-plex testing using imaging rather than flow cytometry. By using its xMAP technology, the end users are able to generate multiple simultaneous results per sample. The Company primarily serves the diagnostics, pharmaceutical and life sciences industries by marketing products, including its testing equipment and assays, to various types of testing laboratories. The Company’s assay products are focused on three segments of the molecular diagnostic testing market: human genetics, personalized medicine and infectious disease.