UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No.    )

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

Check the appropriate box:

LANTHEUS HOLDINGS, INC.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

March 17, 201715, 2019

To Our Stockholders:

We cordially invite you to attend Lantheus Holdings, Inc.’s 20172019 Annual Meeting of Stockholders, to be held on Thursday,Wednesday, April 27, 201724, 2019 at 11:00 a.m. (Eastern Time) at the DoubleTree—Bedford Glen, located at 44 Middlesex Turnpike, Bedford, MA 01730.

The Notice of Internet Availability of Proxy Materials and the proxy statement that follow describe the business to be conducted at the meeting.

Your vote is important. We encourage you to vote by proxy in advance of the meeting, whether or not you plan to attend the meeting. On behalf of the Board of Directors, thank you for your continued investment in our Company.company.

Sincerely,

Brian Markison

Chairman of the Board of Directors

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

We are holding our 20172019 Annual Meeting of Stockholders for the following purposes, which are described in more detail in the proxy statement, to:

At the meeting, we will also transact any other business as may properly come before the meeting or any adjournment or postponement thereof. Only stockholders of record as of the close of business on February 27, 201726, 2019 will be entitled to attend and vote at the meeting.

We are pleased to take advantage of the Securities and Exchange Commission rules that allow companies to furnish their proxy materials over the Internet. We are sending to most of our stockholders a Notice of Internet Availability of Proxy Materials (the “Notice”) instead of paper copies of our proxy materials and our 20162018 Annual Report on Form10-K. The Notice contains instructions on how to access those documents and to cast your vote via the Internet. The Notice also contains instructions on how to request a paper copy of our proxy materials and our Annual Report. All stockholders who do not receive the Notice will receive a paper copy of the proxy materials and the Annual Report by mail. This process allows us to provide our stockholders with the information they need on a more timelytimelier basis, while lowering the costs of printing and distributing our proxy materials and reducing the environmental impact.

Your vote is important. We encourage you to vote by proxy in advance of the meeting, whether or not you plan to attend the meeting. The proxy statement includes instructions on how to vote, including by Internet and telephone. If you hold your shares through a brokerage firm, bank, broker-dealer or other similar organization, please follow their instructions.

By order of the Board of Directors,

Michael P. Duffy

Secretary,Senior Vice President, General Counsel and Senior Vice

President, Strategy and Business DevelopmentSecretary

March 17, 201715, 2019

Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting of

Stockholders to be held on April 27, 2017.24, 2019.

The Lantheus Holdings, Inc. Proxy Statement and Annual Report are available at  http://www.proxydocs.com/lnth.

TABLE OF CONTENTS

PROXY STATEMENT

20172019 ANNUAL MEETING OF STOCKHOLDERS

TO BE HELD ON APRIL 27, 201724, 2019

GENERAL INFORMATION

The Board of Directors (the “Board”) is making this proxy statement available to you on the Internet, or at your request has delivered printed versions to you by mail, in connection with the solicitation of proxies by the Board of Directors for our 20172019 Annual Meeting of Stockholders to be held on Thursday,Wednesday, April 27, 201724, 2019 at 11:00 a.m. (Eastern Time) at the DoubleTree—Bedford Glen, located at 44 Middlesex Turnpike, Bedford, MA 01730, and any adjournment or postponement of that meeting (the “Annual Meeting”). If you requested printed versions of these materials by mail, they will also include a proxy card for the Annual Meeting.

Pursuant to rules adopted by the Securities and Exchange Commission (“SEC”), we are providing access to our proxy materials over the Internet. Accordingly, we are sending a Notice of Internet Availability of Proxy Materials (the “Notice”) to our stockholders of record and beneficial owners as of the record date identified below. The mailing of the Notice to our stockholders is scheduled to begin on or about March 17, 2017.15, 2019.

IMPORTANT NOTICE REGARDING THE INTERNET AVAILABILITY OF PROXY MATERIALS

FOR THE ANNUAL STOCKHOLDERS MEETING TO BE HELD ON APRIL 27, 2017:24, 2019:

This Proxy Statement, the accompanying proxy card or voting instruction card and

our 20162018 Annual Report on Form10-K are each available at http://www.proxydocs.com/lnth.

In this proxy statement, unless the context requires otherwise, the words “Lantheus,” “Company,” “we,” “us” and “our” refer to Lantheus Holdings, Inc. and its subsidiaries. The mailing address of our principal executive offices is Lantheus Holdings, Inc., 331 Treble Cove Road, North Billerica, MA 01862.

In this proxy statement, we indicate that certain materials are available on our Investor Relations website at http://investor.lantheus.com. The information on our website is not part of, and is not incorporated into, this proxy statement.

EXPLANATORY NOTE

We are an “emerging growth company,” as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and we are, therefore, permitted to, and we intend to rely on, exemptions from certain disclosure requirements applicable to other public companies. For example, we have included detailed compensation information for only our chief executive officer and our two other most highly-paid executive officers. We are also not required to provide our stockholders with the opportunity to vote on certain executive compensation matters on anon-binding advisory basis.

We will remain an emerging growth company until December 31, 2020 unless, prior to that time, we (i) have (i) more than $1$1.07 billion in annual revenue, (ii) have a market value for our common stock held bynon-affiliates of more than $700 million as of the last day of our second fiscal quarter of the fiscal year when a determination is made that we are deemed to be a “large accelerated filer,” as defined in Rule12b-2 promulgated under the Securities Exchange Act of 1934, as amended or the Exchange Act,(the “Exchange Act”), or (iii) issue more than $1 billion ofnon-convertible debt over a three-year period.

QUESTIONS AND ANSWERS ABOUT THE ANNUAL MEETING

Below are answers to common questions stockholders may have about the Proxy Materials and the Annual Meeting.

What are the Proxy Materials?

The “Proxy Materials” consist of the Notice, this proxy statement, our Annual Report on Form10-K for the fiscal year ended December 31, 20162018 and (if you request paper copies) a proxy card/voting instruction form.

What items will be voted on at the Annual Meeting and how does the Board of Directors recommend that I vote?

There are fourthree proposals to be voted on at the Annual Meeting, to:

Our amended and restated bylaws require that we receive advance notice of any proposals to be brought before the Annual Meeting by our stockholders. We have not received any such proposals. We do not anticipate any other matters will come before the Annual Meeting. If any other matter properly comes before the Annual Meeting, the proxy holders appointed by the Board of Directors will have discretion to vote on those matters.

The Board of Directors recommends that you vote “FOR”

“FOR” each of the nominees in Proposal 1 and “FOR”

“FOR” Proposals 2 3 and 4.3.

Who may vote at the meeting?

Holders of shares of our common stock (“Shares”) as of the close of business on February 27, 201726, 2019 (the “Record Date”) may vote at the Annual Meeting.

How many sharesShares may be voted at the Annual Meeting?

Only stockholders of record as of the close of business on the Record Date will be entitled to vote at the Annual Meeting. As of the close of business on the Record Date, there were 36,890,13838,628,501 Shares entitled to vote at the Annual Meeting.

How many votes do I have?

Holders of our common stock are entitled to one vote for each Share held as of the Record Date.

What vote is required for each proposal?

For

How are abstentions and brokernon-votes counted?

Abstentions (that is, Shares present at the meeting in person or by proxy that are voted “ABSTAIN”) and brokernon-votes (explained below) are counted for the purpose of establishing the presence of a quorum, but are not counted as votes cast.cast “FOR” or “AGAINST.”

What is the difference between a stockholder of record and a beneficial owner of Shares held in street name?

Stockholder of Record.If your Shares are registered directly in your name with our transfer agent, Computershare, then you are a “stockholder of record.”

Beneficial Owner of Shares Held in Street Name.If your Shares are held in an account at a brokerage firm, bank, broker-dealer or other similar organization, then you are a “beneficial owner of Shares” held in “street name.” In that case, the organization holding your account is considered the stockholder of record. As a beneficial owner, you have the right to direct the organization holding your account on how to vote the Shares you hold in your account.

How do stockholders of record vote?

There are four ways for stockholders of record to vote:

How do beneficial owners of Shares held in street name vote?

If you hold your Shares through a brokerage firm, bank, broker-dealer or other similar organization, please follow the instructions of the organization that holds your Shares.

Can I change my vote after submitting a proxy?

Stockholders of record may revoke their proxy before the Annual Meeting by delivering to Lantheus Holdings, Inc., 331 Treble Cove Road, North Billerica, MA 01862, Attention: Corporate Secretary, a written notice stating that a proxy is revoked, by signing and delivering a proxy bearing a later date, by voting again via the Internet or by telephone or by attending and voting in person at the Annual Meeting.

Street name stockholders who wish to change their votes should contact the organization that holds their Shares.

If I hold Shares in street name through a broker, can the broker vote my shares for me?

If you hold your Shares in street name and you do not vote, the broker or other organization holding your Shares can vote on certain “routine” proposals but cannot vote on other proposals.

Who is paying for this proxy solicitation?

The Company is paying the costs of the solicitation of proxies. Members of the Board, of Directors and officers and employees and, potentially, Alliance Advisors, a third party proxy solicitor, may solicit proxies by mail, telephone, fax, email or in person. We will not pay directors, officers or employees any extra amounts for soliciting proxies. If we decide to retain a third party proxy solicitor, we would not expect to pay it more than $10,000 for any proxy solicitation services it renders. We may, upon request, reimburse brokerage firms, banks or similar entities representing street name holders for their expenses in forwarding Proxy Materials to their customers who are street name holders and obtaining their voting instructions. If you choose to access the Proxy Materials or vote over the Internet, you are responsible for any Internet access charges that you may incur.

What do I need to do if I want to attend the meeting?

You will need to provide evidence that you are a stockholder as of the Record Date. This can be a copy of your proxy card or a brokerage statement showing your Shares.Shares as of the Record Date. You should also bring photo identification. If you hold your Shares in street name and wish to vote in person at the meeting, you will need to contact the organization that holds your Shares in order to obtain a legal proxy from that organization.

Where can I find voting results?

We will file a Current Report on Form8-K with the SEC to report the final voting results from the Annual Meeting within four business days of the Annual Meeting.

I share an address with another stockholder. Why did we receive only one set of Proxy Materials?

Some banks, brokers and nominees may be participating in the practice of “householding” Proxy Materials. This means that only one copy of the Proxy Materials may be sent to multiple stockholders in your household. If you hold your Shares in street name and want to receive separate copies of the Proxy Materials in the future, or if you are receiving multiple copies and would like to receive only one copy for your household, you should contact the bank, broker or other nominee whoorganization that holds your Shares.

Upon written or oral request, the Company will promptly deliver a separate copy of the Proxy Materials to any stockholder at a shared address to which a single copy of any of those documents was delivered. To receive a separate copy of the Proxy Materials, you can contact our Investor Relations department at 978-671-8508978-671-8842 or ir@lantheus.com or by writing to Lantheus Holdings, Inc., 331 Treble Cove Road, North Billerica, MA 01862, Attention: Investor Relations.

What are the implications of being an “emerging growth company”?

We are an “emerging growth company,” as defined in the JOBS Act, and we are, therefore, permitted to, and we intend to rely on,upon, exemptions from certain disclosure requirements applicable to other public companies. For example, we have included detailed compensation information for only our chief executive officer and our two other most highly-paid executive officers. We are also not required to provide our stockholders with the opportunity to vote on certain executive compensation matters on anon-binding advisory basis.

We will remain an emerging growth company until December 31, 2020 unless, prior to that time, we (i) have (i) more than $1$1.07 billion in annual revenue, (ii) have a market value for our common stock held bynon-affiliates

of more than $700 million as of the last day of our second fiscal quarter of the fiscal year when a determination is made that we are deemed to be a “large accelerated filer,” as defined in Rule12b-2 promulgated under the Securities Exchange Act of 1934, as amended, or the Exchange Act or (iii) issue more than $1 billion ofnon-convertible debt over a three-year period.

Who should I contact if I have additional questions?

You can contact our Investor Relations department at 978-671-8508978-671-8842 or ir@lantheus.com or by writing to Lantheus Holdings, Inc., 331 Treble Cove Road, North Billerica, MA 01862, Attention: Investor Relations. Stockholders who hold their Shares in street name should contact the organization that holds their Shares for additional information on how to vote.

PROPOSAL 1: ELECTION OF DIRECTORS

The Board of Directors is currently comprised of nineten directors. At the Annual Meeting, stockholders will vote to elect asIn accordance with our Amended and Restated Certificate of Incorporation (our “Charter”), our Board consists of three classes: Class I, Class II directors of the Company the three nominees namedand Class III, with terms expiring in this proxy statement. After the Annual Meeting, the Board will be comprised of eight directors, because2019, 2020 and 2021, respectively. Ms. Mary Anne Heino, Mr. Sriram Venkataraman, a current Class II director, requested that the Company not,Samuel Leno and the Company agreed not to, renominate him.

Each ofDr. Derace Schaffer are the Class III directors electedwhose terms expire at the Annual Meeting. Our Board has nominated, and stockholders are being asked to elect, Ms. Heino, Mr. Leno and Dr. Schaffer for three-year terms expiring at our 2022 Annual Meeting of Stockholders. If elected, each of the nominees will hold office until the 2020our 2022 Annual Meeting of Stockholders and until his or hera successor has beenis duly elected and qualified. The Board of Directors has nominated Mr. James C. Clemmer, Ms. Julie H. McHugh and Dr. Frederick Robertson for election as Class II directors at the Annual Meeting. qualified or until her or his earlier death, resignation or removal.

The persons named as proxies will vote to elect each of these three nominees, unless a stockholder indicates that his or her Shares should be withheld with respect to any one or more of these nominees.

In the event that any nominee for director becomes unavailable or declines to serve as a director at the time of the Annual Meeting, the persons named as proxies will vote the proxies in their discretion for any nominee who is designated by the current Board of Directors to fill the vacancy. All of the nominees are currently serving as directors, and weWe do not expect that any of the nominees will be unavailable or will decline to serve.

In determining that each director should be nominated for re-election,election, the Board of Directors considered hisher or herhis service, business experience, prior directorships, qualifications, attributes and skills described in the biography set forth below under “Corporate Governance—Executive Officers and Directors.”

Also, pursuant to the terms of the Initial Shareholders Agreement as described in “Certain Relationships and Related Person Transactions—Shareholders Agreements,” Avista Capital Partners, L.P., Avista Capital Partners (Offshore), L.P. and ACP-Lantern Co-Invest, LLC (collectively, “Avista”) have the right to nominate two directors for election to the Board of Directors for so long as they own 25% or more of our issued and outstanding SharesDirectors” and the right to nominate for election one director tocriteria and diversity policy described under “Director Nomination Process and Diversity Policy.”

Vote Required

Under Delaware law and our bylaws, if a quorum exists at the Boardmeeting, the affirmative vote of Directors for so long as they beneficially own more than 10% but less than 25% of our issued and outstanding Shares. Currently, Mr. David Burgstahler, a current Class III director, and Mr. Venkataraman, a current Class II director, serve as the Avista-appointed directors.

For the election of Class II directors, each director must be elected by a plurality of the votes cast.cast at the meeting is required for the election of Class I directors. This means that the three nominees receiving the largest number of “FOR” votes will be elected as Class III directors. We do not have cumulative voting.

Majority Voting Policy To Take Effect at Next Annual Meeting

On October 18, 2018, upon the recommendation of our Nominating and Corporate Governance Committee, our Board adopted a majority voting policy, providing that in the case of an uncontested election of directors in which a director nominee does not receive votes affirmatively cast “FOR” his or her election orre-election in excess of 50% of the number of votes cast with respect to that nominee’s election orre-election, that director will contingently tender his or her resignation, which, in accordance with the majority voting policy, the Board may in its sole discretion elect to accept. The majority voting policy will take effect beginning with the election of our Class II directors at our annual stockholders meeting in 2020.

Board of Directors recommends that you voteDirectors’ Recommendation

THE BOARD OF DIRECTORS RECOMMENDS THAT YOU VOTE “FOR” each of the director nominees in this ProposalEACH OF THE DIRECTOR

NOMINEES IN THIS PROPOSAL 1.

CORPORATE GOVERNANCE

Executive Officers and Directors

The following table sets forth information regarding our current executive officers and directors, including their ages as of the date of this proxy statement.

Brian Markison is theNon-Executive Chairman of the Board and Chair of Directors.the Financing and Strategy Committee. Mr. Markison joined the Board of Directors in September 2012 and was elevated to Chairman in January 2013. Mr. Markison has been a Healthcare Industry Executive for Avista Capital Partners since September 2012. Mr. Markison is a seasoned executive with more than 30 years of operational, marketing, commercial development and sales experience with international pharmaceutical companies. He is currently the Chief Executive Officer and a Director of Osmotica Holdings, SCSp,S.C.Sp., after serving as Executive Chairman of one of its predecessor companies, Vertical/Trigen Holdings, LLC. Previously, he held the position of President and Chief Executive Officer and member of the Board of Directors of Fougera Pharmaceuticals Inc., a specialty pharmaceutical company in dermatology, prior to its sale to Sandoz, the generics division of Novartis AG. Before leading Fougera, Mr. Markison was Chairman and Chief Executive Officer of King Pharmaceuticals, which he joined as Chief Operating Officer in March 2004, and was promoted to President and Chief Executive Officer later that year and elected Chairman in 2007. Prior to joining King, Mr. Markison held various senior leadership positions at Bristol-Meyers Squibb, including President of Oncology, Virology and Oncology Therapeutics Network; President of Neuroscience, Infectious Disease and Dermatology; and Senior Vice President, Operational Excellence and Productivity. Mr. Markison also serves on the Board of Directors of Immunomedics, Inc.,National Spine Centers LLC, on the Board of Directors of Alere Inc.Braeburn Pharmaceuticals, and as Chairman ofon the Board of Directors for Rosetta Genomics, Ltd.of Cosette Pharmaceuticals. He is also a Director of the College of New Jersey. Mr. Markison holds a Bachelor of Science degree from Iona College. Mr. Markison was chosen as a Director because of his strong commercial and operational management background and extensive experience in the pharmaceutical industry.

David Burgstahleris a Director and the Chairman of the Nominating and Corporate Governance Committee, serving on the Board of Directors since December 2007. Mr. Burgstahler is the President and Co-Managing Partner of Avista and the Chief Executive Officer of Avista Healthcare Public Acquisition Corp. He was a founding partner of Avista since 2005 and since 2009, has been President of Avista. Prior to forming

Avista, he was a partner of DLJ Merchant Banking Partners. He was at DLJ Investment Banking from 1995 to 1997 and at DLJ Merchant Banking Partners from 1997 through 2005. Prior to that, he worked at Andersen Consulting (now known as Accenture) and McDonnell Douglas (now known as Boeing). He holds a Bachelor of Science in Aerospace Engineering from the University of Kansas and a Master of Business Administration from Harvard Business School. He currently serves as a Director of ACP Mountain Holdings, Inc., AngioDynamics Inc., Avista Healthcare Public Acquisition Corp., INC Research Holdings Inc., Osmotica Holdings Corp. and WideOpenWest, LLC. He previously served as a Director of BioReliance Holdings, Inc., ConvaTec Group plc and Warner Chilcott plc. Mr. Burgstahler was chosen as a Director because of his strong finance and management background. He has extensive experience serving as a director for a diverse group of private and public companies.

James C. Clemmer is a Director and a member of the Audit Committee and the Compensation Committee, serving on the Board of Directors since July 2015. He is a seasoned industry executive with more than 25 years of

operational, manufacturing, marketing and business development experience with global healthcare product companies. Mr. Clemmer is President and Chief Executive Officer of AngioDynamics Inc., a medical device manufacturer based in Latham, New York. He previously served as President of the Medical Supplies segment at Covidien plc, directing strategic andday-to-day operations for global business divisions that collectively manufactured 23 different product categories. In addition, Mr. Clemmer managed global manufacturing, research and development, operational excellence, business development and all other functions associated with the Medical Supplies business. Mr. Clemmer is a graduate of the Massachusetts College of Liberal Arts. Mr. Clemmer served as a trustee to the college and as Interim President. Mr. Clemmer was chosen as a Director because of his strong commercial and operational management background and extensive experience in the healthcare industry.

Samuel Leno is a Director and the ChairmanChairperson of the Audit Committee and member of the Financing and Strategy Committee, serving on the Board of Directors since May 2012. Mr. Leno is a strategic executive with more than 40 years of experience with complex multinational companies. He most recently held the positions of Executive Vice President and Chief Operations Officer at Boston Scientific. He previously served as Executive Vice President, Finance and Information Systems and Chief Financial Officer. He retired from Boston Scientific in December 2011. Prior to joining Boston Scientific, Mr. Leno served as Executive Vice President, Finance and Corporate Services and Chief Financial Officer at Zimmer Holdings, Inc. and Chief Financial Officer positions at Arrow Electronics, Inc., Corporate Express, Inc. and Coram Healthcare. Previously, he held a variety of senior financial positions at Baxter International, Inc. and American Hospital Supply Corporation. He iswas the Chairman of the Board of Directors and of the Audit Committee of Zest Anchors, Inc.Dental Solutions until it was acquired in 2018. He also previously served on the Boards of Directors and the Audit Committees of Omnicare and TomoTherapy, Inc. and also served on the Board of Directors of Endotronix, Inc. Mr. Leno served as a Lieutenant in the United States Navy and is a Vietnam veteran. He holds a Bachelor of Science in Accounting from Northern Illinois University and a Master of Business Administration from Roosevelt University. Mr. Leno was chosen as a Director because of his financial expertise and industry background.

Julie McHughis a Director and the Chairperson of the Compensation Committee, serving on the Board of Directors since January 2017. Ms. McHugh brings over 30 years of experience in the pharmaceutical, biotech and medical devices industries. She recently served as Chief Operating Officer of Endo Health Solutions, Inc., where she was responsible for the specialty pharmaceutical and generic drug businesses. Prior to that, Ms. McHugh was CEO of Nora Therapeutics, Inc., a venture capital backed biotech startup company focused on developing novel therapies for the treatment of infertility disorders. Previously, she served as Company Group Chairman for Johnson & Johnson’sthe worldwide virology business unit of Johnson & Johnson (“J&J”), and prior to that, she was President of Centocor, Inc., a J&J subsidiary. In this role, Ms. McHugh oversaw the development and launches of several products, including Remicade^® (infliximab), Prezista^® (darunavir) and Intelence^® (etravirine). Prior to joining Centocor, Ms. McHugh led the marketing communications for gastrointestinal drug Prilosec^® (omeprazole) at Astra-Merck Inc. Ms. McHugh currently serves on the Board of Directors and as a member of the Nominating and Governance Committee and Audit Committee of Aerie Pharmaceuticals, Inc., on the Board of Directors and as Chairperson of the Nominating and Governance Committee and Audit Committee of Ironwood Pharmaceuticals,

Inc., and on the Boards of Directors of New Xellia Group A/S and Trevena Pharmaceuticals, Inc. Ms. McHugh also serves as a member of the Strategic Advisor Board for HealthCare Royalty Partners. She previously served on the Board of Directors of the Biotechnology Industry Organization, the New England Healthcare Institute, the Pennsylvania Biotechnology Association, EPIRUS Pharmaceuticals, Inc. and ViroPharma Inc. Ms. McHugh received a Master of Business Administration from St. Joseph’s University and a Bachelor of Science from Pennsylvania State University. Ms. McHugh was chosen as a Director because of her strong commercial and operational management background and extensive experience in the pharmaceutical industry.

Gary J. Prudenis a Director and a member of the Audit Committee and the Financing and Strategy Committee, serving on the Board since February 2018. Mr. Pruden has over 30 years of experience in the global healthcare industry. Most recently, Mr. Pruden held a number of senior commercial leadership positions across both the medical device and pharmaceutical sectors of J&J from 1985 until 2017. In April 2016, Mr. Pruden was

appointed as a member of the Executive Committee of J&J, where his official title was Executive Vice President, Worldwide Chairman, Medical Devices. Prior to that, he held roles of increasing responsibility within J&J, serving as Worldwide Chairman in the Medical Devices division from 2015 to 2016, as Worldwide Chairman of Global Surgery Group from 2012 to 2015, as Company Group Chairman of Ethicon, Inc. from 2009 to 2012, as Worldwide President of Ethicon, Inc., a J&J subsidiary, from 2006 to 2009, and as President of the J&J subsidiary, Janssen-Ortho Inc. in Canada, from 2004 to 2006. Mr. Pruden has also served in several capacities, including Chairman of Technology & Regulatory Committee and Executive Committee Member, with the Advanced Medical Technology Association, a medical device trade association. Mr. Pruden currently serves on the Board of Directors and as a member of the Audit Committee and Compensation Committee of Motus GI Holdings, Inc. Mr. Pruden received his Bachelor of Science in Finance at Rider University, where he later served on the Board of Trustees from 2011 until 2015. Mr. Pruden was selected as a Director because of his strong financial, operational management, international and regulatory background and his extensive experience in the global pharmaceutical industry.

Kenneth J. Pucelis a Director and a member of the Compensation Committee, serving on the Board since February 2018. Mr. Pucel has been an Executive Vice President of Global Operations, Engineering & Lean, at Polaris Industries Inc. since December 1, 2014. There, Mr. Pucel is responsible for all aspects of Polaris manufacturing operations, including production, quality, supply chain, and logistics for Polaris. He is also responsible for all aspects of Research and Development for PolarisOff-Road,On-Road and Defense vehicles. Previously, Mr. Pucel was with Boston Scientific, a global provider of medical solutions, where he held positions of increasing responsibility, most recently as Executive Vice President of Global Operations, Quality and Technology from 2012 through 2014, and as a member of Boston Scientific’s Executive Committee from 2004 through 2014. Mr. Pucel holds a Bachelor of Science in Mechanical Engineering with a focus on Biomedical Engineering from the University of Minnesota. Mr. Pucel was selected as a Director because of his strong operational management background and extensive experience in manufacturing, supply chains and distribution.

Dr. Frederick Robertson is a Director and a member of the Audit Committee and the Chairperson of the Nominating and Corporate Governance Committee, serving on the Board of Directors since March 2016. Dr. Robertson has been a Venture Partner at Baird Capital since 2011 and has also served as an Assistant Professor ofretired from the Anesthesiology Faculty at the University of Wisconsin School of Medicine and Public Health since 2012.in 2018. Previously, Dr. Robertson held the role of Chief Executive Officer and Director of TomoTherapy Inc. before that company was acquired in 2011. Prior to joining TomoTherapy, Dr. Robertson served in a variety of roles in the medical field, including President and Chief Executive Officer of GE Marquette Medical Systems and later as Chief Clinical Officer of GE Medical Systems, as well as management positions with Marquette Medical Systems, including President and Chief Executive Officer. He serves on the Board of Directors of the University of Wisconsin Foundation, the Morgridge Institute for Research, Alpha Source, Inc. and Zurex Pharma, Inc. Dr. Robertson received his Master of Business Administration from San Diego State University and earned his M.D. from University of Wisconsin Medical School. Dr. Robertson was chosen as a Director because of his extensive experience as a physician and as an executive, board member and investor in companies across the healthcare industry.

Dr. Derace Schafferis a Director and a member of the Compensation Committee and the Nominating and Corporate Governance Committee, serving on the Board of Directors since March 2016. Dr. Schaffer is the founder and Chief Executive Officer of The Lan Group, a venture capital firm specializing in healthcare and high technology investments. He has also been a Clinical Professor of Radiology at both the University of Rochester Medical College as well as the Weill Cornell Medical College, and he currently serves as a Director of PharmAthene, Inc. and as the Chairman of its Governance and Nominating Committee and a member of its Audit and Compensation Committees.College. Additionally, he serves as a member of the Board of Directors of private companies Innovolt, Inc., Medical Tracking Solutions, Inc., Partners Imaging, National Spine Centers LLC and Catalyst OrthoScience LLC. Previously, Dr. Schaffer served as Vice Chairman and Chief Executive Officer of Healthcare Acquisition Corp. from April 2005 to August 2007. He has served as Chairman of several healthcare companies, including Radiologix, Inc., of which he was the founder. Prior to that, he served as Chief Executive Officer and Chairman of Ide Imaging Group, P.C. from 1980 to 2001. Dr. Schaffer held the role of director on many healthcare boards of directors, including several health systems, and has been a founder of

more than two dozen companies, both public and private, over the past 30 years. Dr. Schaffer received his postgraduate radiology training at Harvard Medical School and Massachusetts General Hospital, where he served as Chief Resident, and is a member of the Alpha Omega Alpha Honor Medical Society. Dr. Schaffer was chosen as a Director because of his extensive experience as a radiologist and physician and as a serial entrepreneur, founder, executive, board member and investor in companies across the healthcare industry.

Sriram VenkataramanDr. James H. Thrallis a Director and a member of the Nominating and Corporate Governance Committee, serving on the Board since February 2018. Dr. Thrall currently holds the Distinguished Juan M. Taveras Professorship of Directors since November 2010. He is also a Partner of Avista,Radiology at Harvard Medical School, having joined in May 2007. Mr. Venkataraman also served onas Chairman of the Audit CommitteeDepartment of Radiology at the Massachusetts General Hospital from November 20101988 until March 2016. Prior to joining Avista, Mr. Venkataraman was2013. Previously, Dr. Thrall served as Chairman of Radiology at the Henry Ford Hospital between 1983 and 1988, where he also served as a Physician Trustee and held the position of Vice PresidentChairman of the Board of Governors of the Henry Ford Medical Staff. Dr. Thrall is a member of the National Academy of Medicine and has served in the Healthcare Investment Banking groupleadership and board of directors positions at Credit Suisse Group AG from 2001 to 2007. Previously, he worked at GE Healthcare (formerly known as GE Medical Systems) from 1996 to 1999. Mr. Venkataraman holds a Master of Science in Electrical Engineeringmany U.S. and international medical and professional societies. Dr. Thrall received his M.D. from the University of Illinois, Urbana-ChampaignMichigan in 1968 and a Mastertrained in Radiology and Nuclear Medicine at the Walter Reed Army Medical Center, Washington, D.C. Dr. Thrall returned to the University of Business Administration with Honors from The Wharton School. He currently serves as a Director of AngioDynamics, Inc., OptiNose Inc., Zest Anchors, Inc.Michigan in 1975 and Osmotica Holdings, SCSp. Mr. Venkataramanwas promoted to Professor in 1981. Dr. Thrall was chosen as a Director because of his extensive experience in nuclear medicine and radiology, including in connection with imaging modalities and the healthcare industrydevelopment and his strong finance and management background. He also has experience serving as a Directoruse of private and public companies.innovative new technologies, including artificial intelligence.

Mary Anne Heino has served as our President and Chief Executive Officer and as a Director since August 2015. She previously served as our Chief Operating Officer, a position she held sincefrom March 2015 until August 2015, and as our Chief Commercial Officer, a position she held since joiningfrom April 2013 (when she joined the Company in April 2013.Company) until March 2015. Ms. Heino brings more than 2530 years of diverse pharmaceutical industry experience.experience to the Board. Prior to joining Lantheus, Ms. Heino led Angelini Labopharm LLC and Labopharm USA in the roles of President and Senior Vice President of World Wide Sales and Marketing from February 2007 to March 2012. From May 2000 until February 2007, Ms. Heino served in numerous capacities at Centocor, Inc., a Johnson & Johnson Company,J&J company, including as Vice President, Strategic Planning and Competitive Intelligence, Vice President, Sales, Executive Director, Customer Relationship Management and Senior Director, Immunology Marketing. Ms. Heino began her professional career with Janssen Pharmaceutica as a Sales Representative in June 1989 and worked her way up to the role of Field Sales Director in 1999. Ms. Heino received her Master in Business Administration from the Stern School of Business at New York University. She earned a Bachelor of Science in Nursing from the City University of New York and a Bachelor of Science in Biology from the State University of New York at Stony Brook. Ms. Heino was chosen as a Director because of her role as President and Chief Executive Officer, which gives her an extensive understanding of our business and operations, and because of her strong commercial experience in the pharmaceutical industry.

John (Jack) W. CrowleyRobert J. Marshall, Jr. has servedjoined Lantheus as our Chief Financial Officer and Treasurer since March 2016.in September 2018. Mr. Crowley previously served as our interim Chief Financial Officer from December 2015Marshall brings to the Company more than 30 years of finance experience, including in mergers and our Vice President, Chief Accounting Officer from March 2015 to December 2015. Mr. Crowley held the position of Vice President, Finance from April 2013 until March 2015acquisitions, capital markets and was Director, Accounting from September 2010 until April 2013.investor relations. Prior to joining Lantheus, Mr. CrowleyMarshall spent 16 years with Zimmer Biomet Holdings, Inc., a global medical device company with a leading position in musculoskeletal health. He held various senior leadership roles, including Vice President, Investor Relations and Corporate Treasurer, and most recently as Vice President, Americas Finance, for the U.S., Canadian and Latin American commercial markets. Prior to Zimmer Biomet, Mr. Marshall was the Assistant Corporate Controlleremployed with Brown & Williamson Tobacco, a subsidiary of Biogen Idec, the DirectorBritish American Tobacco, p.l.c., in Louisville, Kentucky, where he held several positions of Accounting at Thermo Fischer Scientific and a Senior Manager in the Audit practice of PricewaterhouseCoopers LLP.increasing responsibility. Mr. CrowleyMarshall holds a Master of Business Administration degreefrom Indiana University, South Bend, and a Bachelor of Business Administration in Finance from the University of MassachusettsNotre Dame. He also holds the CFA designation.

John Bollajoined Lantheus as Senior Vice President of Technical Operations in May 2018. In this role, he is responsible for leading the company’s supply chain, manufacturing, operations, engineering and facilities functions. He brings to the role more than 22 years of diverse supply chain, operations and manufacturing

experience in the pharmaceutical industry. Prior to joining Lantheus, Mr. Bolla spent 20 years at GlaxoSmithKline plc (“GSK”), a global branded pharmaceutical company. He held various senior leadership roles, including Vice President, Supply Chain, North America, where he was responsible for leading all manufacturing, supply planning, logistics and distribution for GSK’s largest global market. He also held senior roles as Vice President and Site General Manager for a large GSK manufacturing facility in the U.S., as well as Vice President and Global Head of External Supply and Global Contract Manufacturing. He has also served in multiple senior Procurement leadership roles at GSK. Mr. Bolla holds a Bachelor of Science in Business AdministrationAdministration/Accounting from Westfield StateThe University and is a Certified Public Accountant (Massachusetts licensure, current status inactive).

William Dawes has served as our Vice President, Manufacturing and Operations since November 2010. Mr. Dawes held the position of Vice President, Manufacturing and Supply Chain from January 2008 to November 2010. From 2005 to 2008, Mr. Dawes served as General Manager, Medical Imaging Technical Operations, Interim General Manager, Medical Imaging Technical Operations and Director, Engineering and Maintenance for Bristol-Myers Squibb Medical Imaging. Mr. Dawes began his career with DuPont Merck Pharmaceuticals. He holds a Bachelor of Science degree in Engineering from Hofstra University.Central Florida.

Michael Duffy has served as our Senior Vice President, Law and Public Policy since 2018, as our Senior Vice President, Strategy and Business Development sincefrom October 2015 to 2018 and as our Vice President, General Counsel and Secretary since January 2008. From 2002 to 2008, he served as Senior Vice President, General Counsel and Secretary of Point Therapeutics, Inc., a Boston-based biopharmaceutical company. Between 1999 and 2001, Mr. Duffy served as Senior Vice President, General Counsel and Secretary of Digital Broadband Communications, Inc., a competitive local exchange carrier. From 1996 to 1999, Mr. Duffy served as Senior Vice President, General Counsel and Secretary of ETC w/tci, asub-portfolio of TCI Ventures, Inc./Liberty Media Corporation. Mr. Duffy began his legal career with the law firm Ropes & Gray and holds law degrees from the University of Pennsylvania and Oxford University and a Bachelor of Arts degree in History of Science from Harvard College. From 2013 to 2015, Mr. Duffy also served as the Chairman of the Board of Directors of CORAR, the Council on Radionuclides and Radiopharmaceuticals, a trade association for the radiopharmaceutical industry.

Timothy HealeySarah Le Royhas served as our Senior Vice President, CommercialHuman Resources since November 2015. Previously, Mr. Healey spent nearly three years with Abbott LaboratoriesApril 2018, having previously served as our Vice President, Human Resources since joining the Company in January 2018. From 2014 to 2017, she served as Executive Vice President, Organizational Strategy, of Fike Corporation, a multinational manufacturer of industrial life safety solutions based in Blue Springs, Missouri. From 2011 to 2014, she served as Vice President, Head of Talent Management and then AbbVie,Co-head of the High Performance Team Practice for Linkage Inc., a spinoffBoston based leadership development consultancy. Ms. Le Roy brings to the company more than 20 years of Abbott,experience serving as Vice President, U.S. Virology. Before joining Abbott/AbbVie, he served as Senior Vice President, Commercial Operations at AMAG Pharmaceuticalsa results-focused Human Resources leader for global companies across a variety of industries, including Goldman Sachs and Executive Director, CNS Marketing at Sepracor. Earlier in his career, Mr. Healey held positions at Aventis, Hoechst Marion Roussel, Marion Merrell Dow and Marion Laboratories, including sales and sales management roles. He received a Bachelor of Science from Boston College andRussell Reynolds Associates. Ms. Le Roy holds a Master of Business Administration from Babson College, Franklin W. Olin Graduatethe Massachusetts Institute of Technology’s Sloan School of Business.

until 2007, Dr. Orlandi served, among other positions, as Vice President, Global Clinical Development of Otsuka Pharmaceuticals, a large Japanese pharmaceutical company. Earlier in his career, Dr. Orlandi served in increasing roles of clinical research responsibility at Medco Research, Inc. and the Radiopharmaceutical Division of The DuPont Merck Pharmaceutical Company, a predecessor organization to Lantheus, and The Upjohn Company. Dr. Orlandi received his medical degree from the University of Pavia Medical School in Pavia, Italy. He is currently an Adjunct Assistant Professor of Medicine at Tufts University School of Medicine in Boston, Massachusetts, and he is a founding member of the American Society of Nuclear Cardiology and a Fellow of the American College of Cardiology, the European Society of Cardiology and the American Society of Nuclear Cardiology. Dr. Orlandi also serves as a member of the Board of Directors of the American Heart Association of Greater Boston.

Dr. Simon Robinson has served as our Senior Vice President, Research and Pharmaceutical Development since April 2018, having previously served as our Vice President, Research and Pharmaceutical Development a position he has held since February 2010. Dr. Robinson was our Senior Director, Discovery Research from 2008 to 2010 and our Director, Discovery Biology and Veterinary Sciences from 2001 to 2008. Prior to joining us, he held research positions at Bristol-Myers Squibb, Sphinx Pharmaceuticals, BASF and DuPont Pharmaceuticals. Dr. Robinson has more than 90 publications and is listed as an inventor on more than 20 U.S. patents. He holds a Ph.D. and Bachelor of Science in Pharmacology from the University of Leeds, England and didperformed his post-doctoral training at the University of Wisconsin Clinical Cancer Center.

Carol Walker has served as our Senior Vice President, Quality since April 2018, having previously served as our as our Vice President, Quality since February 2015. Ms. Walker brings more than 30 years of industry experience in quality and medical technology primarily in the medical device area. Prior to joining Lantheus, Ms. Walker served as Vice President of Quality for Intelligent Medical Devices, Inc. from 2012 to 2015. Previously she held a number of successive Quality management roles at Siemens Healthcare Diagnostics (formerly Bayer Healthcare Diagnostics), including Vice President, Quality Assurance from 2007 to 2011 and Director, Quality Assurance from 2001 to 2007. Ms. Walker received a Bachelor of Science degree in Medical Technology from the Rochester Institute of Technology.

Board of Directors and Committees

The Board of Directors is responsible for overseeing the management of our business and is currently comprised of nineten directors, who areeach of whom is elected to serve in theirhis or her position until theirhis or her next election and until theirhis or her successors are duly elected and qualified. Pursuant to the terms of the Shareholders Agreements described in “Certain Relationships and Related Person Transactions—Shareholders Agreements,” Avista has the right to nominate two directors for election to the Board of Directors for so long as it owns 25% or more of our issued and outstanding Shares and the right to nominate for election one director to the Board of Directors for so long as it beneficially owns more than 10% but less than 25% of our issued and outstanding Shares.

Our amended and restated certificate of incorporationCharter divides the Board of Directors into three classes, with one class being elected at each Annual Meeting of Stockholders. Each director serves a three-year term, with terminationterms staggered according to class.

The current members of the Board of Directors and the committees of the Board, of Directors, theeach director’s class to which each director is appointed and the term of such appointment are shown in the table below:

Board of Directors and Committee Meetings; Annual Meeting Attendance

In 2016,2018, the Board of Directors held fifteenseven meetings and acted by written consent in lieu of a meeting two times,one time, the Audit Committee held six meetings, the Compensation Committee held threesix meetings and our full Board of Directors undertook the responsibilities of, and acted on behalf of, the Nominating and Corporate Governance Committee during executive session at two of itsheld six meetings. During 2016,2018, each director attended at least 75% of the total number of meetings held by the Board of Directors and those of its committees on which that director served. Thenon-employee directors of the Company regularly meet in executive session without management following adjournment of the meetings of the Board of Directors.Board. Under the Corporate Governance Guidelines and Principles adopted by the Board, of Directors, the independent ChairmanChairperson of the Board of Directors presides at those executive sessions, and those executive sessions must occur no less frequently than twice per year.

We have no formal policy with respect to director attendance at our Annual Meetings of Stockholders;Stockholders, however, we encourage all directors to attend. All but one of our then-serving directors attended the 20162018 Annual Meeting of Stockholders.

Director Independence and Former Controlled Company Status

After completionThe majority of a primary offering of Shares in September 2016, Avista no longer beneficially held more than 50% of our outstanding Shares entitled to vote in elections of directors. As a result, we are no longer a “controlled company” within the meaning of NASDAQ corporate governance standards. However, we are entitled to rely on phase-in provisions for certain corporate governance requirements, and we continue to rely on the exemption from the requirement that we have a nominating/corporate governance committee that is composed entirely of independent directors. As a result, the Nominating and Corporate Governance Committee is not currently composed entirely of independent directors.

The Board of Directors is comprised of a majority of independent directors. In addition, the Audit Committee, and Compensation Committee and Nominating and Corporate Governance Committee are each comprised entirely of directors meeting the requirements of the Sarbanes-Oxley Act and the NASDAQNasdaq audit, compensation and compensationnominating and corporate governance committee independence requirements, as applicable.

The Board of Directors has reviewed its composition, the composition of its committees and the independence of each director and considered whether any director has a material relationship with the Company that could compromise his or her ability to exercise independent judgment in carrying out his or her

responsibilities. The Board of Directors has affirmatively determined that each of Messrs. Clemmer, Leno, Markison, Pruden and Markison,Pucel, Ms. McHugh and Drs. Robertson, Schaffer and SchafferThrall is an “independent director” under the NASDAQNasdaq rules and Exchange Act Rule10A-3(b)(1) and that none of those directors has relationships with the Company that would interfere with that director’s exercise of independent judgment in carrying out his or her responsibilities as a director of the Company.

Board of Directors Leadership Structure and Over-Boarding Policy

Under our Corporate Governance Guidelines and Principles, the Board of Directors currently requires the separation of the offices of the Chairperson of the Board of Directors and the Company’s Chief Executive Officer. The Board of Directors periodically reviews its leadership structure and may make changes in the future. The Company’s director compensation letter agreement with Mr. Markison provides that he will be the Chairman of

Also under our Corporate Governance Guidelines and Principles, the Board currently prohibits a director from serving on more than five total public company boards (including our Board) and, if the director is the chief executive officer of Directors.a public company, then he or she may serve on no more than two other public company boards (other than his or her own).

Our written Corporate Governance Guidelines and Principles adopted by the Board of Directors are available in the Corporate Governance section of our Investor Relations website at http://investor.lantheus.com.

Board of Directors Role in Risk Oversight

The Company’s management is primarily responsible for theday-to-day management of the Company. However, the Board of Directors believes that oversight of risk management is one of its fundamental responsibilities. The Audit Committee is primarily responsible for oversight of the quality and integrity of the Company’s financial reporting process, internal controls over financial reporting and compliance programs. The Compensation Committee is responsible for reviewing compensation-related risks. The Nominating and Corporate Governance Committee is responsible for oversight of the Company’s corporate governance programs. The Financing and Strategy Committee is responsible for oversight of the Company’s capital structure and transactional-related risks. Management regularly reports to the Board of Directors and its committees on the risks that the Company may face and the steps that management is taking to mitigate those risks.

The Audit Committee is also responsible for reviewing and discussing with our management our policies and processes with respect to risk assessment and risk management. With respect to cybersecurity risks, the Company has made and continues to invest in new services and technologies and provides employee awareness training around phishing, malware and other cybersecurity risks, all in a manner reasonably intended to protect the Company against cybersecurity risks and security breaches.

Board of Directors Committees

The Board of Directors has the authority to appoint committees to perform certain management and administrative functions. Currently, the Board of Directors has threefour committees: the Audit Committee, the Compensation Committee, and the Nominating and Corporate Governance Committee and the Financing and Strategy Committee. The Board has adopted written charter for each committee, copies of which are available on the Corporate Governance section of our Investor Relations website at http://investor.lantheus.com.

Audit Committee

The primary purpose of the Audit Committee is to assist the Board of Directors in overseeing:

The Financing and Strategy Committee which is available oncurrently composed of Messrs. Leno, Markison and Pruden, and Mr. Markison serves as the Corporate Governance section of our Investor Relations website at http://investor.lantheus.com.Chairperson.

Code of Ethics

We have codes of business conduct and ethics forthat are applicable to all of our employees, including our principal executive, financial and accounting officers and our controller, or persons performing similar functions, and eachall of thenon-employee directors on the Board of Directors.Board. Our Company Code of Conduct and Ethics and Supplemental Code of Ethics is available on the Corporate Governance section of our Investor Relations website at http://investor.lantheus.com. The information on our web site is not part of, and is not incorporated into, this proxy statement. We intend to provide any required disclosure of any amendment to or waiver from any such code that applies to our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions to the extent required by law, in a Current Report onForm 8-K filed with the SEC.Corporate Governance section of our Investor Relations website.

Compensation Committee Interlocks and Insider Participation

None of our executive officers currently serves, or has served during the last completed fiscal year, on the compensation committee or board of directors of any other entity that has one or more executive officers serving on our Board of Directors or Compensation Committee.

Board of Directors and Committee Evaluations

Each year, our Board and each committee conduct self-evaluations to evaluate their performance and effectiveness. The Nominating and Corporate Governance Committee recommends to the Board the methodology for those evaluations and oversees their administration. Each member of the Board completes a questionnaire to assess that member’s own performance and the performance of the Board and any applicable committee on which that member serves. The questionnaire seeks answers to questions based both on numerical ratings and qualitative comments. The collective comments and ratings are compiled for and reviewed by the Chairperson of the Nominating and Corporate Governance Committee. The results are discussed with the Board.

Director Nomination Process and Diversity Policy

Each year, the Nominating and Corporate Governance Committee recommends, and the Board of Directors proposes, a slate of director nominees to stockholders for election at the Annual Meeting of Stockholders. Stockholders may also nominate directors, as described below. Also, pursuant

The Board recognizes the value of appointing individual directors who bring a variety of diverse viewpoints, backgrounds, skills, experiences and expertise to the termsBoard. The Board believes that having a diverse board of directors fosters more productive and beneficial discussions and decision-making processes in support of the Initial Shareholders Agreement described in “Certain Relationships and Related Person Transactions—Shareholders Agreements,” Avista has the right to nominate two directors for election toCompany’s strategic objectives. In 2018, as part of its review of best corporate governance practices, the Board of Directors for so long as it beneficially owns 25% or moreadopted a formal diversity policy. A copy of our issued and outstanding Shares anddiversity policy is available on the right to nominate for election one director to the Board of Directors for so long as it beneficially owns more than 10% but less than 25%Corporate Governance section of our issued and outstanding Shares.

TheInvestor Relations website at http://investor.lantheus.com. Pursuant to our diversity policy, the Nominating and Corporate Governance Committee is responsible for identifying, screening and recommending to the full Board of Directors for approval, potential director candidates. In selecting director candidates, the Nominating and Corporate Governance Committee considers whethera range of matters of diversity, including race, gender, ethnicity, culture, thought, geography, education and competencies, with the candidates possessgoal of having a Board, which as a whole, reflects a range of viewpoints, backgrounds, skills, experience and expertise. The Nominating and Corporate Governance Committee also considers the required skill, qualifications and other criteria approved by the Board of Directors, including independence, sound judgment, business specialization, technical skills, diversity and other desired qualities, in the context of the current make-upresults of the Board of Directors and the needs of the Board of Directors given the circumstances of the Company.committee self evaluations described above, in making its nomination recommendations.

The Nominating and Corporate Governance Committee values the input of stockholders in identifying director candidates. The Nominating and Corporate Governance Committee considers recommendations for

Board of Directors candidates submitted by stockholders using substantially the same criteria it applies to recommendations from the Nominating and Corporate Governance Committee, directors and members of management. The stockholder making the recommendation must follow the procedures and provide the information set forth in our amended and restated bylaws.

Stockholders may submit recommendations by providing the person’s name and appropriate background and biographical information by writing to the attention of the Nominating and Corporate Governance Committee at Lantheus Holdings, Inc., 331 Treble Cove Road, North Billerica, MA 01862, Attention: Corporate Secretary. Stockholder nominations may be made at any time. However, in order for a candidate to be included in the slate

of director nominees for approval by stockholders in connection with a meeting of stockholders and for information about the candidate to be included in the Company’s proxy materials for such a meeting, the stockholder must submit the information required by our amended and restated bylaws and other information reasonably requested by the Company within the timeframe described in our amended and restated bylaws under “Additional Information—Procedures for Submitting Stockholder Proposals.”

The selection and nomination of candidates designated by Avista pursuant to the Initial Stockholders Agreement is not subject to the above process.

Communication with the Board of Directors

Any stockholder or other interested parties that would like to communicate with the Board or any of Directors,its committees, the independent directors as a group or any specific member or members of the Board of Directors should send suchthose communications to Lantheus Holdings, Inc., 331 Treble Cove Rd., North Billerica, MA 01862, Attention: Corporate Secretary. Communications should specifically indicate for which member or members of the Board or any of Directorsits committees the communication is intended. SuchThose communications will generally be forwarded to the intended recipients. However, our Corporate Secretary may, in his sole discretion, decline to forward any communications that are inappropriate.

EXECUTIVE COMPENSATION

As an “emerging growth company,” as defined in the JOBS Act, we have optedelected to comply with the executive compensation disclosure rules applicable to “smaller reporting companies,” as defined in the Exchange Act. This section provides information on the compensation awarded to, earned by or paid to our principalchief executive officer, andour chief financial officer, our two other most highly-compensated executive officers, and our former chief financial officer, in each case, for the year ended December 31, 2016.2018. We refer to these individuals as our named executive officers. For 2016,2018, our named executive officers were:

Summary Compensation Table for Fiscal Years 2018 and 2017

The following table sets forth certain information with respect to compensation of our named executive officers for the years ended December 31, 20162018 and, 2015.if applicable, 2017:

Elements of Compensation

Our compensation program is heavily weighted towards performance-based compensation, reflecting our philosophy of increasing our long-term value and supporting strategic imperatives, as discussed above.initiatives. Total compensation and other benefits for our named executive officers primarily consist of the following elements:

In 2016,2018, the Compensation Committee engaged Pearl Meyer & Partners, LLC (“Pearl Meyer”), an independent compensation consulting firm, to assist it in evaluating the Company’s executive competitive compensation practices, including the identification of an appropriate peer group of publicly traded companies for executive compensation comparison purposes, reviewing data from the peer group proxiesproxy statements and relevant market data from the Radford Life Sciences Survey on each element of executive and Boardnon-employee director compensation, developing guidance for each element, and commenting onreviewing the appropriateness of the recommendations submitted by management. Pearl Meyer received instruction and authorization directly from the Chairperson of the Compensation Committee.

We generally target the market fiftieth (50^th) percentile for each element of compensation, as presented by Pearl Meyer in its market analysis based on the peer group and survey data described above. Our President and Chief Executive Officer assisted in developing, and presented to the Compensation Committee for its review and approval, management’s recommendations for our compensation programsprogram and specific awards tocompensation for her direct reports, including our other named executive direct reports.officers.

Base Salary

The base salaries of our named executive officers as of December 31, 20162018 are as follows:

Annual Cash Incentive CompensationIncentives

Our 20162018 Executive Leadership Team Incentive Bonus Plan, rewardswhich the Compensation Committee adopted at the beginning of 2018, was intended to reward executive officers, including our named executive officers, for annualachieving corporate performance goals (i.e., a specified adjusted EBITDA target, which generally aligned to the Company’s publicly announced financial performance and the achievement of other corporate goals that may be long-term in nature and/or based on meeting or exceeding certain short-term objectives. For 2016, awards were based on the achievement of specified EBITDA targetsguidance) and individual performance goals. Eachgoals, unique to each executive’s position.

For 2018, each of our named executive officers was granted an award under our 2016 Executive Leadership Team Incentive Bonus

Plan, withhad a target annual incentive payout amount, expressed as a percentage of thethat named executive officer’s base salary, of 80%salary. For 2018, these target annual incentive payout amounts were 85% for Ms. Heino, 55% for Mr. Marshall and 50% for Mr. CrowleyDuffy and 45%Dr. Orlandi, and was 55% for Mr. Duffy.Crowley. The actual amount that each of our named executive officers received under our 20162018 Executive Leadership Team Incentive Bonus Plan for 20162018 is listedreported in the “Summary Compensation Table” above.Table.”

For 2019, our Compensation Committee adopted the 2019 Executive Leadership Team Incentive Bonus Plan (the “2019 Executive Bonus Plan”), payouts under which are based on achievement of new corporate performance goals (i.e., specified Net Revenue, Adjusted EPS and Free Cash Flow targets) and individual performance goals, again unique to each executive’s position. For these compensation purposes, the corporate performance metrics are defined as follows, and are derived from the Company’s financial statements, subject to any adjustments approved by the Board:

The Compensation Committee selected these particular measures of corporate performance to align our compensation program with our annual external financial guidance, and because the Compensation Committee believes that: (i) our long-term success depends on our ability to drive sustainable Net Revenue growth; (ii) Adjusted EPS is a key indicator of our operational performance and profitability and is the basis on which stockholders calculate growth expectations; and (iii) Free Cash Flow focuses management on generating cash, which can then be deployed in a disciplined manner to create shareholder value.

For 2019, the corporate performance metrics will be weighted as follows: Net Revenue, 40%; Adjusted EPS, 30%; and Free Cash Flow, 30%. Failure to attain a threshold level of any of the corporate performance metrics will preclude any payout for the corresponding portion of the bonus payable under the 2019 Executive Bonus Plan. Attainment of each performance metric is calculated independently.

Cash LTIP

Our 2016Cash LTIP rewardsrewarded executive officers, including our named executive officers, for attainingachieving certain specified, long-term financial, corporate and strategic performance goals, including certain annual revenue levels and operational goals. Achievement of performance goals under the Cash LTIP was measured as of September 1, 2017, and February 28, 2019, and cash payment was made after the Compensation Committee determined whether and the extent to which the applicable performance goals were achieved.

In 2016, the Compensation Committee granted Cash LTIP awards to Ms. Heino, Mr. CrowleyDuffy, Dr. Orlandi and Mr. Duffy in targetCrowley with maximum cash amountspayouts of $900,000, $220,000, $200,000 and $220,000, respectively.

The performance goals for LTIP include achieving certain annual revenue levels and certain operational goals, namely, completing development and technology transfers, obtaining specified regulatory approvals, and performing certain life cycle management activities, relating to current and/or next generation DEFINITY^® products, entering intoAs a definitive agreement for a flurpiridaz F 18 partnership(s), divesting certain real estate and increasing company-wide efficiencies to achieve specified levels of annual run rate savings. Eachresult of the individual performance goals is weighted 10%.

Payments associated with the attainmentachievement of certain performance goals in accordance with their terms under the Cash LTIP prior to September 1, 2017, will bethe Company paid out$270,000, $66,000, $60,000 and $66,000 to Ms. Heino, Mr. Duffy, Dr. Orlandi and Mr. Crowley, respectively, in the third quarter of 2017. Payments associated with the attainmentAs a result of the otherachievement of certain of the remaining performance goals in accordance with their terms under the Cash LTIP prior to February 28, 2019, will bethe Company paid out$360,000, $88,000 and $80,000 to Ms. Heino, Mr. Duffy and Dr. Orlandi, respectively, in the first quarter of 2019. As soon as practicable after the close of a performance period, the Committee will determine whether and to what extent, if at all, the performance goals applicable to each LTIP award granted for that performance period have been satisfied. As of December 31, 2016,Because Mr. Marshall joined the Company accrued $225,000, $55,000 and $55,000 for Ms. Heino, Mr. Crowley and Mr. Duffy, respectively, based on the projected achievement of those goals.in 2018, he did not participate in our Cash LTIP.

Long-Term Equity Incentive Awards

General

The Board of Directors approved and adopted our 2008 Equity Incentive Plan, our 2013 Equity Incentive Plan and our 2015 Equity Incentive Plan, each of which providedprovides for grants of equity awards, including options to acquire Shares, RSAs, Restricted Stock Units (“RSUs”) subject to time-based vesting, PSAs and RSAs. FutureRSUs subject to performance-based vesting (“PSUs”). Since 2015, new grants of equity awards can only be made under the 2015 Equity Incentive Plan, which superseded theas it supersedes our previous plans.

All outstanding optionsAs described below, we have adopted Stock Ownership and Retention Guidelines that impose retention requirements on equity grants made in and after 2019 tonon-executive directors and executive officers, including our named executive officers, until that director or executive officer meets his or her required ownership stake.

Time-Based and Performance-Based Annual Equity Awards

Based on the recommendations by its independent consultant, Pearl Meyer, our Compensation Committee has adopted guidelines under which the Company grants annual equity awards to executives, including our named executive officers, consisting of 50% time-based equity awards and 50% performance-based equity awards (assuming target level achievement of applicable performance goals), with an exercise priceaggregate grant date fair value determined commensurate with the executives’ roles and in recognition of their individual performance during the prior year. In 2018, Ms. Heino was granted 60,126 RSAs and 60,127 PSAs (at target), Mr. Duffy was granted 12,483 RSAs and 12,484 PSAs (at target), Dr. Orlandi was granted 12,814 RSAs and 12,815 PSAs (at target) and Mr. Crowley was granted 14,596 RSAs and 14,597 PSAs (at target). These annual RSAs vest in equal installments on each of the first three anniversaries of the grant date, and these annual PSAs cliff vest on the third anniversary of the grant date, in an amount equal to not less than 100%a percentage of the fair market valuetarget number of a ShareShares determined in reference to the extent to which the Company has achieved specified performance goals. Both RSAs and PSAs are also generally subject to the recipient remaining employed at the Company on the vesting date. We believe that the cliff vesting of the PSAs also serves as a meaningful retention tool. This mix of time and performance-based equity incentives is

intended to keep us highly-competitive within the executive talent market, while ensuring executives are focused on longer-term organizational performance. In connection with his hire in September 2018, Mr. Marshall was granted 44,642 RSAs, which vest in equal installments on each of the first four anniversaries of the grant date, generally subject to his continued employment with the Company on the applicable vesting date.

In February 2018, in consultation with Pearl Meyer and based on its review of grant. Since ourpeer group of public companies and other survey data described above, the Compensation Committee changed the performance-based goals used in equity award grants, from revenue and EBITDA, to relative Total Shareholder Return (“rTSR”) of the Company’s common stock, as compared to other companies in the S&P SmallCap Healthcare Index over a three full calendar year performance period, starting with the calendar year in which the grant was not traded on a national securities exchange priormade. The adoption of rTSR was intended to ensure management alignment and accountability towards long term shareholder value creation. The Compensation Committee utilized the same equity grant approach in 2019.

The Compensation Committee granted executives rTSR PSAs as part of their annual equity grants in 2018 and rTSR PSUs as part of their annual equity grants in 2019, with each award giving the recipient the right to earn or receive one share of common stock of the Company with respect to each rTSR PSA or PSU (as applicable) awarded, generally subject to the consummationholder’s continued employment with the Company on the vesting date. The relative changes in share prices during the performance period will be measured using the average closing prices during the 30 days preceding the beginning and the end of our initial public offering, fair market value was historicallythe performance period. The percentage of the target number of Shares that can vest under the rTSR PSAs and rTSR PSUs, will be as follows:

In the event that the Company’s rTSR percentile rank for the performance period falls between any of the thresholds set forth above (to the extent greater than the threshold and lower than the maximum), the vesting percentage will be determined reasonably and in good faith by the Boardlinear interpolation between those thresholds.

Treatment of Directors. All outstanding options haveAwards Upon a term not exceeding ten years from the dateChange of grant. Options were generally issued either as time-based options or EBITDA performance-based options.Control

A change of control of the Company accelerateswould accelerate the vesting of the unvested equity awards under our plans in certain circumstances:circumstances as follows:

Like in 2015, each of our named executive officers received a grant of RSAs in 2016 commensurate with their roles and in recognition of their performance during 2015. On April 26, 2016, the Compensation Committee granted 265,000 RSAs to Ms. Heino and 62,000 RSAs to each of Mr. Crowley and Mr. Duffy. In addition, in recognition for his service as our interim CFO, Mr. Crowley was granted 25,000 RSAs on January 1, 2016. All of the RSAs granted to our named executive officers vest in equal annual installments on each of the first four anniversaries of the grant date, subject to the named executive officer’s continued employment on the applicable vesting date. Our named executive officers also hold RSAs and options that were granted in years prior to 2016. See “Outstanding Equity Awards at Fiscal Year End Table” below for more information regarding outstanding RSAs and options held by our named executive officers as of December 31, 2016.

The Compensation Committee or the Board of Directors will determine any future equity awards that executive officers will be granted pursuant to theClawback Under 2015 Equity Incentive Plan.Plan

Under our 2015 Equity Incentive Plan, if a participant receives compensation pursuant to an award calculated by reference to financial statements that are subsequently required to be restated in a way that would decrease the value of that compensation, the participant will, upon our written request, forfeit and repay to us the difference between what the participant received and what the participant should have received based on the restated accounting, in accordance with (i) our compensation recovery, “clawback” or similar policy, as may be in effect from time to time, and (ii) any compensation recovery, “clawback” or similar policy made applicable by law, including the Dodd-Frank Act.

Other Benefits

Retirement Plans

We offer a 401(k) qualified defined contribution retirement plan in which our employees, including our named executive officers, are eligible to participate, with a 75% employer match of each participant’s contributions up to 6% of the participant’s eligible compensation. We do not offer any other qualified ornon-qualifiedretirement plans.

PersonalOther Benefits

Except as otherwise discussed herein, otherOur welfare and employee-benefit programs are the same for all of our eligible employees, including our named executive officers, and our named executive officers do not receive additional benefits outside of those offered to our other employees.

Nonqualified Deferred Compensation

We do not offer our executives or othersother employees any nonqualified deferred compensation.

Outstanding Equity Awards at 2016 Fiscal Year-EndDecember 31, 2018

The following tables include certain information with respect to equity awards held by theour named executive officers as of December 31, 2016:2018, based on a closing stock price of $15.65 on that date:

Employment Agreements; Severance and Potential Payments

Upon Termination or Change inof Control

The Compensation Committee determinedAs of December 31, 2018, Ms. Heino, Mr. Duffy and Dr. Orlandi were each party to an employment agreement that it was appropriate to enter into employment agreements with eachprovided severance payments and benefits in the event of our named executive officers. Among other things, these agreements set forth the executives’ compensation terms, their rights upon a termination of employment and restrictive covenants relating to non-competition, non-solicitation and confidentiality.

All of our currentthe named executive officers are party toofficer’s employment agreements that provide forby the Companywithout cause (as defined in the applicable agreement) in an amount equal to the sum of (i) the executive’s annual base salary on the date of termination of employment, (ii) a pro rata portion (based upon the percentage of the fiscal year that will have elapsed through the date of the executive’s termination of employment) of a specified percentage of the executive’s base salary (80%(85% for Ms. Heino, 50% for Mr. CrowleyDuffy, 50% for Dr. Orlandi), which amounts described in clause (i) and 45% for Mr. Duffy), all of which is(ii) would be payable in substantially equal installments over a12-month period, and (iii) certain insurance subsidiesan amount equal to the Company’s portion of the COBRA premiums for a 12-month period,12 months, in addition to any earned and unpaid bonus for the year preceding termination of employment, earned and unpaid base salary and unreimbursed business expenses. In the event of a termination of the named executive officer’s employment (a) by the Companywithout cause or (b) by the Companywithout cause orresignation by the executivefor good reason within 12 months following achange of control(each, as defined in the applicable agreement), the named executives officer would be entitled to the severance described in the preceding sentence, except that the amount described in clause (ii) would be the full bonus amount (i.e., not pro rated for the partial year). In addition, a change of control of the Company accelerateswould result in the acceleration of the vesting of certain unvested equity awards under our plans in certain circumstances, as described under “Long-Term Equity Incentive Awards” above.

In 2018, the Compensation Committee, working with Pearl Meyer, evaluated our executive compensation practices, including our severance arrangements in comparison to our peer group of public companies and the salary survey information referenced above. The Compensation Committee then recommended, and the Board subsequently authorized, management to implement, modifications to our severance arrangements, including for our current named executive officers. Effective as of January 25, 2019, these modifications have been implemented and apply to our President and Chief Executive Officer and her direct reports at the Senior Vice President level and above, including Mr. Marshall, Mr. Duffy and Dr. Orlandi. In exchange for being bound by certain restrictive covenants and providing a release and waiver in favor of the Company, in the event of a terminationwithout cause or resignation forgood reason, these new arrangements provide for the following severance payments and benefits: (i) one times annual base salary, plus a prorated portion of the target annual bonus in effect on the date of separation and an amount equal to the Company’s portion of COBRA premiums for up to 12 months following such termination of employment, in the event that the senior executive is terminatedwithout cause or resigns forgood reasonother than after achange of control; and (ii) two times annual base salary, plus two times the full-year target annual bonus in effect on the date of separation and an amount equal to the Company’s portion of COBRA premiums for 24 months following such termination of employment, in the event that the senior executive is terminatedwithout cause or resigns for good reason within 12 months of achange of control with all unvested stock options and other equity-based awards also vesting in full (with performance-based equity awards vesting at target levels of achievement).

The table below quantifies the amounts that would have become payable under each named executive officer’s employment agreement and equity award agreements if, on December 31, 2016, his2018, a change of control had been consummated and the named executive officer’s employment was terminated without cause or her employment had terminatedthe named executive resigned for good reason under the circumstancesagreements in place on January 25, 2019, as described in the previous paragraph.above. Due to the number of factors that affect the nature and amount of any benefits provided upon the events discussed above, any actual amounts paid may be different. Factors that could affect these amounts include the timing during the year of any such event, the cost of benefits, and the named executive officer’s base salary.salary and our stock price.

No compensation is payabledue to our named executive officers upon a terminationchange of employment other than in the circumstances described above or upon a change in control that is not followed by a qualifying termination of employment.employment, other than as described above or as required by applicable law.

In addition, each of the employment agreementsseverance arrangements with our named executive officers provides for a modifiedcut-back in the event that adverse tax consequences are imposed on the receipt of parachute payments by the named executive officer pursuant to Sections 280G and 4999 of the Internal Revenue Code of 1986, as amended (the “Code”). If any payments or benefits from the Company in the nature of compensation that are paid to or for the named executive officer’s benefit, whether paid or payable pursuant to his or her employment agreement or otherwise (each, a “Payment”), would subject the named executive officer to the excise tax under Section 4999 of the Code, then the Payments will be reduced to the greatest amount of the Payments that can be paid that would not result in the imposition of the excise tax (the “Reduced Amount”). However, if the portionamount of the Payments the named executive officer would receive after payment of all applicable taxes, including any excise taxes, is greater than the Reduced Amount, then no such reduction will occur.

Separation Agreement with Mr. Crowley

In connection with his separation from the Company in September 2018, Mr. Crowley entered into a separation agreement with the Company under which Mr. Crowley received (i) a cash severance payment of $656,550, representing his annual base salary, target annual bonus and the portion of his cash long-term incentive plan award that had been achieved, (ii) reimbursement for COBRA premiums and up to $25,000 of outplacement benefits for up to twelve months following his separation date, and (iii) accelerated vesting of 40,838 unvested RSAs, subject to transfer restrictions through the original vesting dates of such awards or an earlier change in control, in addition to any amounts required by law or the terms of the Company’s policies and benefit plans. The separation agreement included a confirmation of the restrictive covenants to which Mr. Crowley was subject, includingconfidentiality, non-competition, non-solicitation, no-hire and invention assignment covenants, and a release of claims in favor of the Company, its affiliates and certain other persons.

Stock Ownership and Retention Guidelines

In February 2019, the Compensation Committee recommended, and the Board approved and adopted, Stock Ownership and Retention Guidelines (“Guidelines”). Under these Guidelines:

Until a director or executive officer achieves his or her required ownership level, he or she is required to retain 50% of allafter-tax Shares issued upon (i) exercise of any vested Company stock option award (calculated on a net exercise basis) or (ii) the vesting of any other Company stock incentive award (such as the RSAs, RSUs, PSAs and PSUs described above). These retention requirements apply to new equity award grants commencing in 2019.

Our executive officers andnon-employee directors are required to comply with the Guidelines within five years of when the Guidelines apply to them. As of February 26, 2019, Messrs. Markison, Clemmer and Leno, Ms. McHugh and Drs. Robertson and Schaffer, and Ms. Heino and Mr. Duffy each had already achieved the requirements under the stock ownership guidelines.

A copy of our Stock Ownership and Retention Guidelines is available on the Corporate Governance section of our Investor Relations website at http://investor.lantheus.com.

DIRECTOR COMPENSATION

For 2016,2018, each of ournon-employee directors was eligible to receive the following annual compensation in cash (which is paid quarterly in advance and prorated for partial periods)periods of service) for services as a director and, as applicable, Board committee member:

In 2016, we did not compensate our

The Compensation Committee periodically engages Pearl Meyer to review the Company’s outside director compensation program. The review covers the levels of cash and equity retainers that are provided to outside directors, or committee members with per meeting fees. For 2017, in alignment withas well as the overall structure of the program, against the same peer group of public companies used for executive compensation benchmarking purposes. The independent consultant makes recommendations to the Compensation Committee for consideration, and the Compensation Committee subsequently recommends any changes to the outside director compensation program for the Board’s approval. After reviewing the results of a compensation study prepared by Pearl Meyer, the additional annual fee for the Chairperson ofCompensation Committee recommended, and the Board of Directors was increasedapproved, an increase to $50,000 and the annual fee for each member of the Nominating and Governance Committee was reduced to $4,000. For 2016, Messrs. Burgstahler and Venkataraman waived their right to receive any compensation in respect of their service as directors and committee members. $5,000 for 2019.

Directors who are employees of the Company do not receive separate or additional compensation for their services as directors or committee members.

On March 4, 2016,In 2018, each person then-serving as a non-employee director (with the exception of Dr. O’Neill, who retired, and Messrs. Burgstahler and Venkataraman, who waived their compensation as directors and committee members in 2016) was granted 25,0007,911 RSAs under our 2015 Equity Incentive Plan. This 2016 awardThese 2018 awards vested in full on March 5, 2019. On February 26, 2019, eachnon-employee director was granted 5,353 RSUs under our 2015 Equity Incentive Plan. These 2019 annual equity awards will vest in full on February 26, 2020, generally subject to continued service through that date.

All directors are subject to the first anniversary of the grant date. Company’s Stock Ownership and Retention Guidelines described above.

Non-employee members of the Board of Directors directors are also entitled to reimbursement forout-of-pocket expenses incurred in connection with rendering suchthose services for so long as they serve as directors.

The following table shows compensation paid to the individuals who served as ournon-employee directors in 2016:2018:

STOCK OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth information regarding the beneficial ownership of our common stock held by (i) each of our directors, (ii) each of our named executive officers, (iii) our directors and named executive officers as a group and (iv) each person known to us to beneficially own more than 5% of our common stock. For our directors and officers, the information is as of March 1, 2017.the Record Date, February 26, 2019. For other stockholders who own more than 5% of our common stock, the information is as of the most recent Schedule 13G filed by each such stockholderof those stockholders with the SEC.

Beneficial ownership of Shares is determined under rules of the SEC and generally includes any Shares over which a person exercises sole or shared voting or investment power. Except as noted by footnote, and subject to community property laws where applicable, we believe based on the information provided to us that the persons and entities named in the table below have sole voting and investment power with respect to all Shares shown as beneficially owned by them.

Percentage of beneficial ownership is calculated in part based on 36,893,715 shares38,628,501 Shares outstanding as of March 1, 2017.February 26, 2019. Shares subject to RSAs that are currently vested or that will vest within 60 days of the date of this proxy statement, and stock options currently exercisable or exercisable within 60 days of the date of this proxy statement, are deemed to be outstanding and beneficially owned by the person holding those RSAs and options for the purposes of computing the percentage of beneficial ownership of that person and any group of which that person is a member, but are not deemed outstanding for the purpose of computing the percentage of beneficial ownership for any other person.

Unless otherwise indicated, the address for each holder listed below is c/o Lantheus Holdings, Inc., 331 Treble Cove Road, North Billerica, MA 01862.

(2)

Excludes Shares Does not include 399,351 unvested RSAs, RSUs and PSAs held by Avista. Mr. Burgstahler is the President of the general partner of Avista Capital Partners GP, LLC and as a result may be deemed to beneficially own the shares owned by Avista. Mr. Burgstahler disclaims beneficial ownership of the Shares held by Avista, except to the extent of his pecuniary interest therein.Ms. Heino.

(3)	Does not include 13,39290,683 unvested RSAs, RSUs and PSAs held by Mr. Clemmer.Duffy.

(4)	Does not include 18,73368,483 unvested RSAs, RSUs and PSAs held by Mr. Leno.Dr. Orlandi.

(5)	Does not include 11,40164,588 unvested RSAs, RSUs and PSAs held by Ms. McHugh.Mr. Marshall.

(6)

Excludes Based on shares held by Avista. Mr. Venkataraman is a Partner ofCrowley upon separation with the general partner of Avista Capital Partners GP, LLC and as a result may be deemed to beneficially own the Shares owned by Avista. Mr. Venkataraman disclaims beneficial ownership of the Shares held by Avista, except to the extent of his pecuniary interest therein.Company on September 28, 2018.

(7)	Does not include 523,192671,282 unvested RSAs, held by Ms. Heino.

(8)	Does not include 130,463 unvested RSAs held by Mr. Crowley.

(9)	Does not include 134,356 unvested RSAs held by Mr. Duffy.

(10)	Does not include 1,319,747 unvested RSAsRSUs and PSAs held by our directors and named executive officers as a group.

(11)(8)

Based solely on Amendment No. 1 to Schedule 13G filed on February 3, 2017January 31, 2019 by Avista Capital Partners GP, LLC, Avista Capital Partners, L.P., Avista Capital Partners (Offshore), L.P. and ACP-Lantern Co-Invest, LLC (collectively, “Avista”). Includes (i) 8,713,673 Shares held by Avista Capital Partners, L.P., (ii) 2,297,718 Shares held by Avista Capital Partners (Offshore), L.P. and (iii) 4,282,208 Shares held by ACP-Lantern Co-Invest, LLC.Blackrock, Inc. In that filing, Avista reports that (a) Avista Capital Partners GP, LLC ultimately exercises voting and dispositive power over the shares held by Avista Capital Partners, L.P., Avista Capital Partners (Offshore), L.P. and ACP-Lantern Co-Invest, LLC and (b) voting and disposition decisions at Avista Capital Partners GP, LLC with respect to those Shares are made by an investment committee, the members of which include David Burgstahler and Sriram Venkataraman, each of whom serves as a director of the Company. Each of the members of the investment committee disclaims beneficial ownership of these Shares except to the extent of any pecuniary interest therein. Also in that filing, Avista lists its address as 65 East 55th Street, 18th Floor, New York, NY 10022.

(12)

Based solely on Amendment No. 2 to Schedule 13G filed on February 7, 2017 by T. Rowe Price Associates,Blackrock, Inc. (“Price Associates”) and T. Rowe Price Health Sciences Fund, Inc. (“Price Fund”) (collectively, “T. Rowe Price”). In that filing, (i) Price Associates reports sole voting power with respect to 549,6905,464,971 Shares and sole dispositive power with respect to 5,540,9515,540,296 Shares, and reports that not more than 5% of Shares is owned by any one client subject to the investment advice of Price Associates, and (ii) Price Fund reports sole voting power with respect to 3,012,754 Shares.Blackrock, Inc. Also in that filing, T. Rowe PriceBlackrock, Inc. lists its address as 10055 E. Pratt52nd Street, Baltimore, Maryland 21202.New York, New York 10055.

(13)(9)

Based solely on Amendment No. 23 to Schedule 13G filed on February 9, 201712, 2019 by Wellington Management Group LLP, Wellington Group Holdings LLP, Wellington Investment Advisors Holdings LLP and Wellington Management Company LLP (collectively, “Wellington”). In that filing, (i) Wellington Management Group LLP, Wellington Group Holdings LLP and Wellington Investment Advisors Holdings LLP each report shared voting power with respect to 2,428,7072,674,989 Shares and shared dispositive power with respect to 3,429,4492,674,989 Shares and (ii) Wellington Management Company LLP reports shared voting power with respect to 2,357,8812,616,506 Shares and shared dispositive power with respect to 3,112,9702,616,506 Shares. In that filing, Wellington also reports that (a) all of these Shares are owned of record by clients of one or more of the following of its investment advisors: Wellington Management Company LLP, Wellington Management Canada LLC, Wellington Management Singapore Pte Ltd, Wellington Management Hong Kong Ltd, Wellington Management International Ltd, Wellington Management Japan Pte Ltd and Wellington Management Australia Pty Ltd (collectively, the “Wellington Investment Advisers”), (b) none of those clients owns more than 5% of Shares, except for Wellington Trust Company, NA, (c) Wellington Management Group LLP is the parent holding company of certain holding companies and the Wellington Investment Advisers, (d) Wellington Investment Advisors Holdings LLP controls directly, or indirectly through Wellington Management Global Holdings, Ltd., the Wellington Investment Advisers, (e) Wellington Investment Advisors Holdings LLP is owned by Wellington Group Holdings LLP and (f) Wellington Group Holdings LLP is owned by Wellington Management Group LLP. Also in that filing, Wellington lists its address as c/o Wellington Management Company LLP, 280 Congress Street, Boston, MA 02210.

(14)(10)

Based solely on a Schedule 13G/A filed on December 20, 2016 by Man Group plc and Numeric Investors LLC (collectively, “Man Group”). In that filing, Man Group plc and Numeric Investors LLC each report shared voting and dispositive power with respect to 2,094,575 Shares. In that filing, Man Group reports that (i) all of these Shares are owned of record by certain funds and/or managed accounts to which Numeric Investors LLC serves as investment manager and (ii) Man Group plc indirectly, through various intermediate entities, controls Numeric Investors LLC. Also in that filing, Man Group Plc lists its address as Riverbank House, 2 Swan Lane, London EC4R 3AD, United Kingdom, and Numeric Investors LLC lists its address as 470 Atlantic Avenue,6th Floor, Boston, MA 02210.

(15)

Based solely on a Schedule 13G filed on February 9, 201712, 2019 by Wellington Trust Company, NA (“Wellington Trust”).The Vanguard Group. In that filing, Wellington TrustThe Vanguard Group reports (i)sole voting power with respect to 75,084 Shares, shared voting andpower with respect to 2,200 Shares, shared dispositive power with respect to 2,011,58372,236 Shares and (ii)sole dispositive power with respect to 2,290,712 Shares, and reports that all of these Shares are owned of record by its investment advisor clients, none of which ownsnot more than 5% of Shares.Shares is owned by any one client subject to the investment advice of The Vanguard Group. Also in that filing, Wellington TrustThe Vanguard Group lists its address as c/o Wellington Management Company LLP, 280 Congress Street, Boston, MA 02210.The Vanguard Group, 100 Vanguard Blvd., Malvern, PA 19355.

SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section 16(a) of the Exchange Act requires the Company’s directors, certain executive officers and persons who beneficially own more than 10% of the Company’s Shares, to file reports of beneficial ownership and reports of changes in beneficial ownership with the SEC. These persons are required by SEC regulations to furnish the Company with copies of all Section 16(a) reports that they file. We assist our directors and executive officers with their Section 16(a) filings. Based solely on a review of reports filed with the SEC and written representations from directors and executive officers, we believe that all required reports under Section 16(a) with respect to those persons were timely filed during 2016.2018.

CERTAIN RELATIONSHIPS AND RELATED PERSON TRANSACTIONS

This section describes certain relationships and related person transactions between us or our subsidiaries, on the one hand, and our directors, director nominees, executive officers, holders of more than 5% of our voting securities and certain related persons of any of the foregoing, on the other hand, since January 1, 2016.2018.

Shareholders Agreements

In connection with Avista’s original acquisition of the Company’s business (the “Acquisition”), the Company entered into (i) a Shareholders Agreement with Avista and certain Management Shareholders, dated January 8, 2008 and subsequently amended on February 26, 2008 and on June 25, 2015 in connection with the consummation of our initial public offering (the “Initial Shareholders Agreement”), and (ii) an Employee Shareholders Agreement with Avista and certain employee stockholders named therein, dated as of May 30, 2008 and subsequently amended on June 25, 2015 in connection with the consummation of our initial public offering (the “Employee Shareholders Agreement,” and, collectively with the Initial Shareholders Agreement, the “Shareholders Agreements”). Messrs. Markison and Leno were Management Shareholders parties to the Initial Shareholders Agreement, and certain of our executive officers were parties to the Employee Shareholders Agreement.

The Shareholders Agreements govern the parties’ respective rights, duties and obligations with respect to the ownership of Company securities. The Initial Shareholders Agreement currently provides demand registration rights in favor of Avista and piggy-back registration rights in favor of Avista and the Management Shareholders. The Initial Shareholders Agreement also provides Avista with the right to nominate two directors to the Board of Directors for so long as it owns 25% or more of our issued and outstanding Shares, and the right to nominate one director for election to the Board of Directors for so long as it beneficially owns 10% or more, but less than 25%, of our issued and outstanding Shares.

Prior to June 30, 2016, the first anniversary of our initial public offering, both Shareholders Agreements (i) provided the Company with the right to repurchase shares held by Management Shareholders or employee stockholders who ceased to be employed by the Company or any of its subsidiaries and (ii) restricted the ability of the Management Shareholders and employee stockholders to transfer Shares that they owned, allowing Management Shareholders and employee stockholders to transfer Shares only in proportion to the transfer of Shares by Avista. Those restrictions expired on June 30, 2016.

INC Research Master Services Agreement

In the first quarter of 2016, we entered into a services agreement with INC Research, LLC (“INC”) to provide us with pharmacovigilance services. Avista and its affiliates were principal owners of both INC and the Company during 2016. The agreement has a term of three years.

VWR Scientific Purchases

We purchase inventory supplies from VWR Scientific (“VWR”). Avista and certain of its affiliates are principal owners of both VWR and the Company.

Indemnification Agreements

We have entered into indemnification agreements with each of our directors and executive officers. These agreements, among other things, require us to indemnify each director and executive officer to the fullest extent permitted by Delawareapplicable law, including indemnification of expenses, such as attorneys’ fees, judgments, penalties, fines and settlement amounts, actually and reasonably incurred by the director or executive officer in any action or proceeding, including, without limitation, all liability arising out of negligence or active or passive

wrongdoing by suchthat officer or director, in any action or proceeding by or in right of us, arising out of the person’s services as a director or executive officer.officer, in each case, subject to certain exceptions. At present, we are not aware of any pending or threatened litigation or proceeding involving any of our directors, executive officers, employees or agents in which indemnification would be required or permitted. We believe these indemnification agreements are necessary to attract and retain qualified persons as directors and executive officers.

Related Party Expenses

Related party expenses consisted of the following: