Glass Lewis Advocates for Independent Nominees at Masimo

Glass Lewis Supports Change at Masimo Corporation

Recently, Politan Capital Management, which holds an 8.9% stake in Masimo Corporation, issued a statement highlighting the renewed backing from Glass Lewis, a respected proxy advisory firm. Glass Lewis has reinforced its earlier recommendation urging shareholders to vote in favor of Politan's independent director nominees, namely Darlene Solomon and Bill Jellison, during the upcoming Annual Meeting.

Urgency for Change at Masimo

In their updated report, Glass Lewis communicated their ongoing concerns about Masimo’s current governance structure. They asserted, "We remain decidedly concerned with the efficacy of Masimo's status quo oversight architecture." This statement underscores the advisory firm’s belief that the existing board may not effectively manage or assess critical strategic alternatives for the company. This includes the suggested separation of areas that have historically underperformed.

Reinforcing the Case for Politan's Nominees

Glass Lewis praised Politan's nominees, affirming them as credible and independent choices that could better represent the interests of Masimo’s shareholders at a pivotal time. Their aim is to provide a much-needed safeguard to ensure that all shareholders feel their views are being actively considered in company decisions.

Addressing Misconceptions of Control

Addressing Masimo's assertion that Politan seeks control over the company, Glass Lewis clarified that the intent is merely to shift from a board dominated by CEO Joe Kiani to a board that boasts a majority of independent directors. This transition aims to enhance governance and accountability within the organization.

Countering CEO Kiani’s Alarmist Claims

Furthermore, Glass Lewis dismissed CEO Kiani's claims about potential disruptions such as employee departures. They found it troubling that the board relied on conjecture rather than solid evidence to assess employee sentiment. This reliance raised questions about the overall effectiveness of existing board management.

Critiquing Deficient Governance and Strategy

Glass Lewis also highlighted that the ongoing litigation in California has underscored several governance failings by Masimo's board. The firm noted that numerous claims made by Masimo in this context have not stood up to scrutiny, further illuminating the need for decisive changes.

Highlighting Concerns Over Financial Performance

Despite recent claims from management about improved quarterly results, Glass Lewis contends that this does not validate the current board's strategy. The advisory service pointed out that the company’s consumer health segment remains in decline, reflecting deep-rooted issues that require immediate and strategic action.

Call to Action for Masimo Shareholders

In light of these findings, Politan encourages Masimo shareholders to act decisively. They strongly urge all stockholders, regardless of the number of shares owned, to participate in the voting process. The call is for a swift return of the WHITE universal proxy cards to endorse both Solomon and Jellison's candidacies and to back Politan's strategic agenda for the company.

How to Get Involved

If shareholders have questions about the voting process or require assistance with proxy materials, they are directed to contact D.F. King & Co., Inc. for guidance and additional support. Engaging in this process is crucial for shareholders who wish to influence the future direction of Masimo.

Frequently Asked Questions

What is the role of Glass Lewis in the Masimo situation?

Glass Lewis serves as a proxy advisory firm, providing insights and recommendations for shareholders on matters related to corporate governance, including the election of directors.

Who are Politan's nominees for the Masimo Board?

The nominees are Darlene Solomon and Bill Jellison, who have been recommended by Politan Capital Management for the upcoming board election.

Why does Glass Lewis recommend voters support Politan's nominees?

Glass Lewis believes that the existing board does not effectively manage Masimo’s strategic alternatives and that Politan’s nominees can better represent shareholder interests.

What actions have shareholders been encouraged to take?

Shareholders are urged to vote for Politan's nominees and to return their WHITE universal proxy cards promptly to ensure their votes are counted.

How can shareholders get assistance with their voting?

Shareholders can contact D.F. King & Co., Inc. for help with the voting process and any inquiries related to proxy materials.

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