LivaNova Shareholders Approve New Incentive Plans

LivaNova PLC (NASDAQ:LIVN), a global medical technology company, announced the approval of two new incentive plans during its Annual General Meeting (AGM) held on June 11, 2025. Shareholders voted in favor of the Second Amended and Restated LivaNova PLC 2022 Incentive Award Plan (Second A&R 2022 Plan) and the LivaNova PLC 2025 Director Incentive Award Plan (2025 Director Incentive Plan).

The Second A&R 2022 Plan, which had been previously approved by the Board of Directors on April 23, 2025, allows for the issuance of up to 2,200,000 shares for awards granted following shareholder approval. The 2025 Director Incentive Plan introduces a new equity-based compensation framework for non-executive directors, replacing the LivaNova PLC 2015 Incentive Award Plan (2015 Plan). No further awards will be granted under the 2015 Plan, but existing awards remain effective.

The AGM also resulted in the re-election of ten directors for a one-year term and the adoption of twelve proposals outlined in the 2025 Proxy Statement. The proposals included the ratification of PricewaterhouseCoopers LLP as the company’s independent registered public accounting firm for 2025 and authorization for the directors to determine the remuneration of the UK statutory auditor.

The detailed terms of the Second A&R 2022 Plan and the 2025 Director Incentive Plan were provided in the 2025 Proxy Statement. For a comprehensive understanding of the incentive plans, reference is made to the full text of the plans filed as exhibits to the SEC filing.

The meeting’s outcomes reflect a strong endorsement from shareholders, with a significant majority voting in favor of the proposed resolutions. The adoption of these incentive plans is aimed at aligning the interests of directors and executives with those of the shareholders, fostering a commitment to the company’s long-term success.

This report is based on an SEC filing and provides a summary of the key decisions made at LivaNova’s 2025 AGM.

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