Masimo Corporation · NASDAQ:MASI

Masimo — Proxy Contest (May 2023)

74 slides from Masimo's proxy contest presentation, May 30, 2023

  1. Slide 1: New Directors Are Needed At Masimo

    New Directors Are Needed At Masimo May 2023 www.advancemasimo.com

  2. Slide 2: Disclaimer

    Disclaimer This presentation and any of the information contained herein (this "Presentation") is for discussion and general informational purposes only and is not complete . This Presentation does not have regard for the specific investment objective, financial situation, suitability, or the partic

  3. Slide 3: Shareholder Nominees Can Fix Masimo's Broken Governance and Restore Focus On Profitable Growth

    Shareholder Nominees Can Fix Masimo’s Broken Governance and Restore Focus On Profitable Growth 3 Change is Needed at Masimo • Masimo’s broken corporate governance has resulted in a deeply discounted valuation and an inability to profitably innovate and grow. • We have tried to engage constructively

  4. Slide 4: Politan Owns 9% of Masimo: Long-Term Focused and Constructive in Our Engagement

    Politan Owns 9% of Masimo: We Are Long - Term Focused and Constructive in Our Engagement ~$800M investment makes us one of Masimo’s largest shareholders. • We are long - term focused with the substantial majority of our capital committed for at least three years. We do not use leverage. • Our extens

  5. Slide 5: Change Is Warranted

    Collapse in Valuation Revealed Crisis of Confidence • Unprecedented valuation collapse (5x purchase price) reveals crisis of confidence in Board oversight. • TSR has significantly underperformed peers across 1 - , 3 - , and 5 - years by ~20% to over 100%. • Politan’s engagement and successful litiga

  6. Slide 6: Change Is Warranted

    6 Change Is Warranted Collapse in Valuation Revealed Crisis of Confidence 1 Undisciplined Capital Allocation & Unfocused Strategy 2 Broken Corporate Governance 3 History Repeats: Board Undermines Shareholders 4 Advance Masimo by Electing Shareholder Nominees 5

  7. Slide 7: Unprecedented Collapse in Value Reveals a Crisis of Confidence in Masimo's Board

    Unprecedented Collapse in Value Reveals a Crisis of Confidence in Masimo’s Board Masimo’s valuation collapsed by 5x the Sound United purchase price due to fears of further potential destruction of shareholder value – a crisis of confidence in governance, not merely a controversial deal: • Historical

  8. Slide 8: Many Longtime Shareholders Exited Their Investments in Masimo

    Many Longtime Shareholders Exited Their Investments in Masimo 8 Section 1 : Collapse in Valuation Revealed Crisis of Confidence Bloomberg . 1. Calculated as the number of beginning top 20 shareholders (excluding Mr . Kiani) who reduced initial position by > 85 % over subsequent two quarter period .

  9. Slide 9: Masimo's Governance Is an Extraordinary Outlier

    Why a Crisis of Confidence? Masimo’s Governance Is an Extraordinary Outlier… ~$600M Payment to Mr. Kiani Upon Governance Changes Board Ignores Votes Against Compensation Practices Board Ignores Votes Against Directors and Reneges on Commitments • Delaware Judge called it “astounding” and “amounts to

  10. Slide 10: Mr. Kiani's Employment Agreement Functions as a Poison Pill to Thwart Shareholders

    …And Mr. Kiani’s Employment Agreement Functions as a Poison Pill to Thwart Shareholders 10 Section 1 : Collapse in Valuation Revealed Crisis of Confidence Company filings . But Politan, through litigation, has secured limited waivers exclusively for this year’s 2023 AGM. Employment Agreement • ~$600

  11. Slide 11: Board Believed They Would Lose a Proxy Fight

    Board Believed They Would Lose a Proxy Fight… …so Deployed Entrenchment Tactics and Attacked Refused to meet with Politan (not even once) Adopted bylaws to stop shareholder vote Deployed harassment and pressure tactics against Politan & Politan investors After losing in Court, announced governance h

  12. Slide 12: Despite Intense Criticism of Board's Behavior, Only Removed Bylaws to Delay Trial

    Despite Intense Criticism of Board’s Behavior … Only Removed Bylaws to Delay Trial on CEO Pay 12 Section 1 : Collapse in Valuation Revealed Crisis of Confidence MFA Submits Amicus Curiae Brief … (Masimo’s) provisions are designed to discourage investor engagement that would strengthen corporate gove

  13. Slide 13: Against Any Relevant Set of Peers Masimo Has Substantially Underperformed

    Against Any Relevant Set of Peers Masimo Has Substantially Underperformed 13 Section 1 : Collapse in Valuation Revealed Crisis of Confidence Bloomberg data as of August 15 th, 2022 , date Politan filed 13 D . 1. Bloomberg Peers include : SWAV, INSP, PEN, GMED, NARI, IRTC, ENOV, AXNX, ITGR , ATRC . 2

  14. Slide 14: Politan's 13D, Engagement, and Success in Court Have Driven Positive Stock Reaction

    Total Stock Return Before Politan 13D Total Stock Return After Politan 13D Relative Performance 8/15/19 to 8/15/22 (34%) (19%) (133%) Relative Performance 8/16/22 to 5/8/23 16% 18% 16% 7 of Masimo’s top 20 shareholders exited positions (1) 4 top shareholders materially added (2) Politan’s 13D, Engag

  15. Slide 15: Despite Outperformance From Politan Engagement Masimo Underperformance Remains Stark

    Despite Outperformance From Politan Engagement Masimo Underperformance Remains Stark Despite Outperformance Following 13D… …Masimo Has Still Underperformed Peers Relative Performance 8/16/22 to 5/8/23 16% 18% 16% 15 Bloomberg data . Left : See prior page for description of total stock return after P

  16. Slide 16: Change Is Warranted

    16 Change Is Warranted Collapse in Valuation Revealed Crisis of Confidence 1 Undisciplined Capital Allocation & Unfocused Strategy 2 Broken Corporate Governance 3 History Repeats: Board Undermines Shareholders 4 Advance Masimo by Electing Shareholder Nominees 5

  17. Slide 17: Sound United Acquisition Part of Masimo's Intention to Accelerate Move Into Adjacent Markets

    Sound United Acquisition Part of Masimo’s Intention to Accelerate Move Into Adjacent Markets Masimo’s valuation dropped $5B upon its $1B cash acquisition of Sound United • Acquisition of a consumer speaker business marked big strategy shift into the highly competitive consumer space against much lar

  18. Slide 18: Masimo's Core Business Funds Entry Into Adjacent Markets

    Masimo’s Core Business Funds Entry Into Adjacent Markets — What Mr. Kiani Calls His “Second Act” ’23 Guidance Mid - Point (1) Business Description Revenue EBITDA SET (Core) & Rainbow Pulse Oximetry Co - Oximetry Hemodynamics $1,297M $540M Adjacent Market Efforts (“Second Act”) Advanced Parameters (R

  19. Slide 19: Adjacent Market Efforts Have Missed Every Target

    Adjacent Market Efforts Have Missed Every Target, Resulting in Missed Company Profitability Targets Missed 2012 Non - SET Revenue Target for 2017 Missed 2017 Non - SET Revenue Target for 2022 Missed Company 5 Year Margin Target for 2022 Missed Company 5 Year Average Free Cash Flow Target 19 Company

  20. Slide 20: Unsuccessful Investments in Adjacent Markets Degrade ROIC and Cause R&D to Outgrow Revenue

    Unsuccessful Investments in Adjacent Markets Degrade ROIC and Cause R&D to Outgrow Revenue ROIC Has Consistently Declined… …As Sales Growth Has Not Kept Pace With R&D 20 Company filings, Bloomberg . 1. Historical EBIT excludes royalty payments . 2022 EBIT and invested capital pro forma for full year

  21. Slide 21: Substantial Shortfalls in Adjacent Markets Offset Strength of Core (SET) Revenues

    Substantial Shortfalls in Adjacent Markets Offset Strength of Core (SET) Revenues 2017 Analyst Day Segment Targets (1) Missed targets in adjacent markets negated outperformance in Masimo’s core (SET) (2) ($ M) 2022 Target 2022 Actual Beat / Miss Core (SET) $800 $1,059 +$259 ROOT $350 $121 ($229) Rai

  22. Slide 22: To Avoid Accountability, Masimo Removes Disclosure

    Disclosed Previously, Now Refuse To • SET sales • Rainbow sales • Healthcare operating margin • Consumer operating margin • ROOT sales consolidated • Hospital Automation sales • Advanced Parameter sales • Sales for new consumer health products • Consumer health operating margins To Avoid Accountabil

  23. Slide 23: Misleadingly Restates Prior Targets

    …And Misleadingly Restates Prior Targets… In 2017, Set Targets of 30% and 70% At 2022 Investor Day Claimed Targets Were 22.6% and 65.2% (1) 23 Company filings, presentations and transcripts . 1. 2022 Analyst day presentation page 44 . Section 2 : Undisciplined Capital Allocation & Unfocused Strategy

  24. Slide 24: Despite Having Missed Them by 54% and 72%

    …Despite Having Missed Them by 54% and 72% 24 Section 2 : Undisciplined Capital Allocation & Unfocused Strategy Company filings, presentations and transcripts . Targets of 30% and 70% Reality: Missed Targets by 54% and 72% Operating Margin Gross Margin Starting Margin 18.6% 64.2% Target Margin 30.0%

  25. Slide 25: Meanwhile, Masimo Continues Concerning Pace of New Product Launches

    Meanwhile, Masimo Continues Concerning Pace of New Product Launches… 25 Section 2 : Undisciplined Capital Allocation & Unfocused Strategy Company filings and transcripts . 2009 – 2011 [D] evelop noninvasive blood constituent patient monitoring solutions... 2012 – 2017 [D]evelop noninvasive monitorin

  26. Slide 26: Justifies Launches by Pointing to Ever Larger Addressable Markets

    … Justifies Launches, but Avoids Accountability, by Pointing to Ever Larger Addressable Markets… Masimo refuses to disclose revenue or performance metrics for new products and instead points to ever larger TAMs… …Irrelevance of these TAMs demonstrated by how they dwarf Masimo’s total company revenue

  27. Slide 27: And Promising Success Is Just Around the Corner

    …And Promising Success Is Just Around the Corner 27 Section 2 : Undisciplined Capital Allocation & Unfocused Strategy Company transcripts . I believe those $2 billion opportunities, they will start seeing their way into the market in three to four years .” Mr. Kiani, May 17 We're very excited about

  28. Slide 28: Risk Increases as Masimo Plunges Into Ever More Competitive Markets

    Risk Increases as Masimo Plunges Into Ever More Competitive Markets Away From Core Competencies 1. Wolfe research webcast on September 16 th , 2022 . 2. Competitive Advantage : proven new market entry playbook, relevant existing products, existing customer overlap, common distribution channels, and

  29. Slide 29: Risk of Undisciplined Capital Allocation Causes Valuation to Collapse

    Risk of Undisciplined Capital Allocation & Unfocused Strategy Causes Valuation to Collapse Concerns Around Undisciplined Capital Allocation & Unfocused Strategy… Board is not holding management accountable. Undisciplined capital allocation and unfocused strategy are accelerating . Once there’s a pre

  30. Slide 30: Substantial Negative Value Implied for Consumer Efforts Today

    Resulting in Substantial Negative Value Implied for Consumer Efforts Today 30 Section 2 : Undisciplined Capital Allocation & Unfocused Strategy TEV today= $ 162 . 87 /share x 55 M diluted shares + $ 723 M of net debt . As of May 22 nd , 2023 . Value of Masimo Healthcare= 22 . 5 x $ 631 M of FY 25 EB

  31. Slide 31: We Strongly Support Investing for Growth but Board Oversight Is Needed

    We Strongly Support Investing for Growth but Board Oversight Is Needed to Do It Successfully As Mr. Kiani acknowledged over a decade ago… 31 Company filings . Section 2 : Undisciplined Capital Allocation & Unfocused Strategy Masimo shareholders have invested heavily, but growth outside the core has

  32. Slide 32: Change Is Warranted

    32 Change Is Warranted Collapse in Valuation Revealed Crisis of Confidence 1 Undisciplined Capital Allocation & Unfocused Strategy 2 Broken Corporate Governance 3 History Repeats: Board Undermines Shareholders 4 Advance Masimo by Electing Shareholder Nominees 5

  33. Slide 33: Board Is Utterly Dismissive of Corporate Governance

    Better governance doesn’t drive better stock price .” Director Cohen, Deposition, Jan 23 Board Is Utterly Dismissive of Corporate Governance 33 Section 3 : Broken Corporate Governance Proxy Advisory Firms Are The Problem, Not Masimo’s Governance Corporate Governance Doesn’t Matter Board Should Get O

  34. Slide 34: Board Criticizes Masimo's Largest Shareholders

    Board continually voices a critical perspective of Masimo’s largest shareholders: Institutional Shareholders Are Short - Term Masimo’s Largest Shareholder Is a Stock Manipulator [BlackRock’s] long - term is three to four years, and its valued year to year. … I started trying to understand why are th

  35. Slide 35: Shareholders Consistently Vote Against Compensation and Directors

    Shareholders Consistently Vote Against Compensation Shareholders Consistently Vote Against Directors Bottom 0.1% of Russell 3000 for “Say - on - Pay” vote results since votes first required in 2011. • Failed 6 out of 12 times (including last year) • Even in years passed, bottom 8th percentile • Only

  36. Slide 36: Board Structure Unlike Any Other Company of Its Size

    No Independent Leadership Staggered Board Only Five Directors • 97% of companies have independent board leadership • Masimo has never had independent board leadership • 73% of companies annually elect directors • Masimo has always had a staggered board • 99.7% of companies have more than 5 directors

  37. Slide 37: Independent Board Members Have Never Bought Stock

    Independent Board Members Have Never Bought Stock… Ever, Not Even After Sound United Collapse Not a single independent director has ever bought stock in Masimo. Not even after approving the Sound United acquisition and the resulting share price collapse. 37 Company filings, Bloomberg . Section 3 : B

  38. Slide 38: Runaway Compensation and Concerning Conflicts of Interest

    Board Has Allowed Runaway Compensation and Concerning Conflicts of Interest Annual Compensation ~2x Peer Levels Outsized Annual Compensation Even More Outsized Scaled to Revenues ~$600M guaranteed Special Payment • Mr. Kiani receives unprecedented ‘change in control’ (CIC) payment that is 38x peers.

  39. Slide 39: ~$600M Payment Terms Act as Poison Pill

    ~$600M Payment Terms Act as Poison Pill, Size is Egregious; Yet Current Directors Made It Permanent • Size is outrageous: special payment is 38x peer median, 12x next highest peer, and 37x peer median as % of sales. • Terms are unprecedented: unlike any peer, payment is awarded even if there is no a

  40. Slide 40: Board Abdicated Its Fiduciary Duties in Employment Agreement

    Board Abdicated Its Fiduciary Duties by Granting Control to Mr. Kiani in Employment Agreement Highly unusual provisions collectively grant Mr. Kiani extraordinary control over the shareholder franchise and amount to the Board members’ abdication of their fiduciary duties. 40 Section 3 : Broken Corpo

  41. Slide 41: Compensation Agreement Is an Appalling Entrenchment Device

    Compensation Agreement Is an Appalling Entrenchment Device, as Noted by Many… 41 Section 3 : Broken Corporate Governance CalSTRS has been a Masimo stockholder for more than a decade…The Masimo CEO’s employment agreement is not only counter to the best interests of the Company’s stockholders, but als

  42. Slide 42: Board Views Doing What Shareholders Want as a Conflict of Interest

    Board Views Doing What Shareholders Want as a Conflict of Interest 42 Section 3 : Broken Corporate Governance He [Mr. Coleman] just said he’s afraid of doing what he thinks should be done with my agreement because he would lose his board seat … Bob had been the godfather of my son. I was his best ma

  43. Slide 43: Directors Never Read CEO's Employment Agreement

    Never read CEO’s employment agreement… Never learned about Cercacor relationship… Never received independent counsel… Director Cohen testified that he had never read Mr. Kiani’s employment agreement. • Mr. Cohen has been a member of the Compensation Committee for 2 years and on the Board for nearly

  44. Slide 44: Change Is Warranted

    44 Change Is Warranted Collapse in Valuation Revealed Crisis of Confidence 1 Undisciplined Capital Allocation & Unfocused Strategy 2 Broken Corporate Governance 3 History Repeats: Board Undermines Shareholders 4 Advance Masimo by Electing Shareholder Nominees 5

  45. Slide 45: Widely Criticized Response to Politan Consistent With Board's History

    Widely Criticized Response to Politan Consistent With Board’s History of Undermining Shareholders Board Response to Politan … …Consistent With Failed Governance History Refused to meet Politan despite multiple requests • For over nine months, Board has effectively refused to ever meet Politan despit

  46. Slide 46: Why Did Things Escalate So Rapidly With Politan?

    Why Did Things Escalate So Rapidly With Politan? 46 Section 4 : History Repeats : Board Undermines Shareholders September 2: Masimo management met with Politan for ~one hour. Immediately following meeting, Board determines a proxy contest is inevitable and they would lose. 6 days later… September 8:

  47. Slide 47: Board Undermined Past Commitments to Expand to Seven Directors

    Just as Board Undermined Past Commitments to Expand to Seven Directors… Masimo failed to comply with prior commitments to expand the Board: • In 2012 a shareholder sued Masimo for violating its own Executive Officer Compensation Policy by granting Mr. Kiani 3x the permitted number of options for fou

  48. Slide 48: Board Is Already Undermining Recently Announced Half Measures

    Board Is Already Undermining Recently Announced Half Measures On the eve of the nomination window opening, Board announced three governance changes — each rendered ineffective by the Board’s implementation and Mr. Kiani’s employment agreement. 48 Section 4 : History Repeats : Board Undermines Shareh

  49. Slide 49: Shareholder Nominees Can Deliver Change

    49 Shareholder Nominees Can Deliver Change Collapse in Valuation Revealed Crisis of Confidence 1 Undisciplined Capital Allocation & Unfocused Strategy 2 Broken Corporate Governance 3 History Repeats: Board Undermines Shareholders 4 Advance Masimo by Electing Shareholder Nominees 5

  50. Slide 50: Shareholder Nominees: Quentin Koffey and Michelle Brennan

    Quentin Koffey Founder, Managing Partner, and CIO of Politan Capital Michelle Brennan Former J&J Global Value Creation Leader and Group Chair of J&J’s Medical Device Business in EMEA • Brings a much - needed shareholder perspective as the CIO of Politan, Masimo’s 4th largest owner. • Known for worki

  51. Slide 51: Shareholder Nominees Are the Superior Alternative: Quentin Koffey

    Shareholder Nominees Are the Superior Alternative: Quentin Koffey Section 5 : Advance Masimo by Electing Shareholder Nominees Shareholder Nominee: Quentin Koffey Incumbent: H. Michael Cohen Experience • 15+ year track record as engaged shareholder including a substantial focus in healthcare. • Signi

  52. Slide 52: Shareholder Nominees Are the Superior Alternative: Michelle Brennan

    Shareholder Nominees Are the Superior Alternative: Michelle Brennan Section 5 : Advance Masimo by Electing Shareholder Nominees Shareholder Nominee: Michelle Brennan Incumbent: Julie Shimer Experience • Johnson & Johnson ($450B public company): Former Global Value Creation Leader ; Former Group Chai

  53. Slide 53: 2023 Annual Meeting May Be the Last Chance for Shareholder Representation

    2023 Annual Meeting May Be the Last Chance for Shareholder Representation Politan has navigated unprecedented impediments to the fundamental shareholder right to nominate directors. If Shareholder Nominees are not both elected, no other shareholder is likely to ever try again. 53 Section 5 : Advance

  54. Slide 54: Advance Masimo by Electing Shareholder Nominees

    Advance Masimo by Electing Shareholder Nominees 54 Section 5 : Advance Masimo by Electing Shareholder Nominees Masimo’s severely discounted valuation and governance failures are extraordinary outliers among US public companies. Shareholder Nominees bring needed experience and independence to refresh

  55. Slide 55: Appendix

    Appendix Hf Politan Capital Management )) ADVANCE MASIMO

  56. Slide 56: Appendix: Timeline of Engagement

    56 Appendix Timeline of Engagement 1 Correcting the Record 2

  57. Slide 57: Politan Tries to Meet the Board; Masimo Refuses and Adopts Entrenching Bylaws

    Politan Tries to Meet the Board Masimo Refuses and Adopts Entrenching Bylaws August 15 – September 9 57 Appendix : Timeline of Engagement …. I left a message at your office…we own just under 9% of Masimo’s shares… we are required to make certain regulatory filings... I hope we can connect soon and h

  58. Slide 58: Politan Asks Masimo Privately to Reconsider

    Politan Asks Masimo Privately to Reconsider Masimo Accuses Politan of Attempting IP Theft September – October 58 Appendix : Timeline of Engagement I am reaching out to ask you to please reconsider your response to us…. …A natural next step would be a meeting between us and Masimo's Board of Director

  59. Slide 59: Masimo Attempts to Harass and Pressure Politan

    Masimo Attempts to Harass and Pressure Politan October – January 59 Appendix : Timeline of Engagement November 23 Masimo delivers 250 page subpoena to a presumed Politan investor on the eve of Thanksgiving. Masimo seeks through court discovery to force Politan to disclose all of its investors. Decem

  60. Slide 60: Masimo Scraps Bylaws to Buy Time to Defend Employment Agreement

    Masimo Scraps Bylaws to Buy Time to Defend Likely Illegal Employment Agreement January – March 60 Appendix : Timeline of Engagement February 15 Koffey reaches out to Kiani asking if he will meet for dinner. Follows up to let Kiani know in advance that CalSTRS joining litigation. Kiani agrees to meet

  61. Slide 61: Masimo Makes Promises of Change While Undermining Commitments

    Masimo Makes Promises of Change While Undermining Commitments March – April Appendix : Timeline of Engagement March 27 Politan writes Masimo that Politan supports expanding the Board but asks Masimo to put the new directors up to a vote to ensure not diluting impact of 2023 AGM (diluting impact of a

  62. Slide 62: Appendix: Correcting the Record

    62 Appendix Timeline of Engagement 1 Correcting the Record 2

  63. Slide 63: Masimo Has Underperformed Peers It Cherry Picks Dates to Try to Claim Otherwise

    MASI…Today's letter takes “cherry picking” to a new level …Team Masimo's plainly obvious attempt to cherry pick the data to make the case that its relative returns are unimpeachable. This effort is good for a laugh, and not much else. Case in point, MASI decided to end this benchmarking exercise at

  64. Slide 64: Masimo Underperforms in All Relevant Periods Against Any Peer Group

    Masimo Underperforms in All Relevant Periods Against Any Peer Group It Selected 64 Appendix : Correcting the Record Company May 26 th , 2023 letter to shareholders, Bloomberg . Data through May 22 nd , 2023 , date upon which definitive proxy statement was filed . Given ~ 40 % decline in share price

  65. Slide 65: Politan Campaign Drove Nearly 7% Stock Outperformance

    Politan Campaign Drove Nearly 7% Stock Outperformance, Masimo Investor Day <0.5% 65 Appendix : Correcting the Record Company May 26 th , 2023 letter to shareholders, Bloomberg . Calculations measure Masimo stock performance relative to Dow Jones US Medical Equipment Index (selected by Masimo in thei

  66. Slide 66: ROIC Has Unquestionably Declined

    ROIC Has Unquestionably Declined 66 Appendix : Correcting the Record [T]he Company’s innovation - focused strategy and rigorous capital allocation process sustained ROIC at levels well above…Masimo’s prior performance…Properly adjusting for those royalties…yields a clear picture of Masimo’s highly d

  67. Slide 67: Politan Is Seeking a Minority Slate, Not Control

    Politan Is Seeking a Minority Slate, Not Control 67 Appendix : Correcting the Record We believe Mr. Koffey is seeking control of the Company .” May 26, 2023 “ Masimo’s False Claim: Politan is seeking control. Reality: Politan is seeking a minority slate. • Politan has nominated 2 individuals, a mino

  68. Slide 68: Board Bad Faith Actions

    Board Bad Faith Actions • Following Politan’s introductory meeting with Masimo management, the Board refused to meet and immediately enacted entrenching bylaws. • The Board used our 1 hour meeting with management as a litigation tactic to: • Depose Politan employees for ~40 hours. • Subpoena individ

  69. Slide 69: Masimo Says They Are Responsive to Shareholders

    Masimo Says They Are Responsive to Shareholders, but Actions Speak Louder Than Words 69 Appendix : Correcting the Record Since our IPO, the Board has embraced change in response to shareholder input and continues to do so.” May 26, 2023 “ Masimo’s False Claim: Masimo claims it is responsive to share

  70. Slide 70: Proxy Contest Is About Lack of Board Oversight, Not Sound United

    Masimo May Say: Reality: Examples: Proxy contest is only about Sound United. Proxy contest is about board oversight and capital allocation. Sound United is different, provides infrastructure to succeed in new markets. Consistent with history of announcing numerous product launches and pointing to la

  71. Slide 71: We Want to Improve Innovation, Not Stop It

    We Want to Improve Innovation, Not Stop It 71 Appendix : Correcting the Record Company filings, Bloomberg . [Politan’s CIO] thinks that all that we should be doing is pulse oximetry, and with it, he would get great operating margins and EPS. He’s right. He would, instantly.” Mr. Kiani, Deposition “

  72. Slide 72: Prior Board Experience Claim vs Current Directors

    Masimo Says Prior Board Experience is Necessary, but Their Current Directors Did Not Have It 72 Appendix : Correcting the Record Company filings, Bloomberg . 40% 60% 2 of 5 current directors have never sat on the board of a public company other than Masimo. 3 of 5 current directors had never served

  73. Slide 73: Industry Experience Claim vs Respected Company Directors

    Masimo Says Industry Experience Is Necessary, but Highly - Respected Company Directors Do Not Have It 73 Appendix : Correcting the Record 1 . Per Fortune Public filings . At Top 3 Most Respected Companies (1) At Closest Competitor Only 3 of a combined 28 independent directors (11%) have specific ind

  74. Slide 74: www.advancemasimo.com

    www.advancemasimo.com 74 We greatly appreciate the support we have heard from shareholders. If you are a fellow Masimo shareholder, please contact us with any thoughts or questions. For Investors D.F. King & Co., Inc. Ed McCarthy emccarthy@dfking.com (212) 493 - 6952 For Media Longacre Square polita

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