UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
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GENMARK DIAGNOSTICS, INC.
5964 La Place Court
Carlsbad, California 92008
(760) 448-4300
SUPPLEMENT TO PROXY STATEMENT
2016 ANNUAL MEETING OF STOCKHOLDERS
The purpose of this supplement, dated April 15, 2016 (this “Supplement”), to the definitive proxy statement (the “Proxy Statement”) of GenMark Diagnostics, Inc. (the “Company”), filed with the Securities and Exchange Commission on April 14, 2016, relating to the Company’s 2016 Annual Meeting of Stockholders to be held on May 26, 2016, is solely to correct certain inadvertent errors with respect to the 2014 compensation data set forth in the “2015 Summary Compensation Table” appearing on page 30 of the Proxy Statement.
Set forth below is an amended and restated 2015 Summary Compensation Table, which replaces in its entirety the 2015 Summary Compensation Table appearing on page 30 of the Proxy Statement.
2015 Summary Compensation Table
The following table sets forth information concerning compensation earned for services rendered by our named executive officers for the fiscal years ended December 31, 2015, 2014 and 2013. The compensation described in this table does not include medical insurance or other benefits which are available generally to all of our salaried employees.
Name and Principal Position | Year | Salary ($) | Stock Awards ($)(1)(2) | Option Awards ($)(1) | Non-Equity Incentive Plan Compensation ($) | All Other Compensation ($)(3) | Total | ||||||||||||
Hany Massarany | 2015 | 467,308 | 1,501,082 | 1,124,477 | 97,875 | 430 | 3,191,172 | ||||||||||||
President, Chief Executive Officer and Director | 2014 | 450,000 | 649,982 | 1,251,295 | 252,000 | 414 | 2,603,691 | ||||||||||||
2013 | 450,000 | 882,000 | 545,160 | — | 430 | 1,877,590 | |||||||||||||
Scott Mendel(4) | 2015 | 332,308 | 305,697 | 229,097 | 34,800 | 280 | 902,182 | ||||||||||||
Chief Financial Officer | 2014 | 189,539 | 533,809 | 465,162 | 56,951 | 166 | 1,245,627 | ||||||||||||
Ingo Chakravarty | 2015 | 259,616 | 521,083 | 390,506 | 27,188 | 280 | 1,198,673 | ||||||||||||
Senior Vice President, International | 2014 | 245,385 | 131,351 | 311,434 | 70,000 | 270 | 758,440 | ||||||||||||
2013 | 154,808 | 429,689 | 382,800 | — | 187 | 967,484 | |||||||||||||
Michael Gleeson | 2015 | 259,616 | 521,083 | 390,506 | 27,188 | 187 | 1,198,580 | ||||||||||||
Senior Vice President, North American Commercial Operations | 2014 | 245,385 | 217,451 | 560,581 | 70,000 | 180 | 1,093,597 | ||||||||||||
2013 | 226,154 | 325,828 | 233,640 | — | 181 | 785,803 | |||||||||||||
Jeffrey Hawkins | 2015 | 216,346 | 533,011 | 325,220 | — | 35,905 | 1,110,482 | ||||||||||||
Former Senior Vice President, Global Marketing and Program Management | 2014 | 245,385 | 217,451 | 560,581 | 70,000 | 162 | 1,093,579 | ||||||||||||
Eric Stier | 2015 | 244,039 | 477,660 | 357,964 | 25,556 | 280 | 1,105,499 | ||||||||||||
Senior Vice President, General Counsel and Secretary |
(1) | Amounts reported reflect the grant date valuation of the awards determined in accordance with ASC Topic 718. For more information, see Note 5 in the Notes to Consolidated Financial Statements contained in our Annual Report on Form 10-K filed with the SEC on February 23, 2016. |
(2) | The amounts reported in 2015 reflect the grant date fair value of annual restricted stock units and MSUs granted in February 2015. The amounts reported for 2014 for all named executive officers reflect the grant date fair value of (a) annual restricted stock units granted in March 2014, and (b) restricted stock units granted in March 2015 in respect of the 2014 performance period. The amounts reported for 2013 for all named executive officers reflect the grant date fair value of (a) annual restricted stock units granted in March 2013, and (b) restricted stock units granted in March 2014 in respect of the 2013 performance period. |
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(3) | Except with respect to Mr. Hawkins, all amounts reported consist of life insurance benefits. With respect to Mr. Hawkins, the amount reported consists of a vacation accrual payout ($35,764) in connection with his resignation of employment in October 2015 and life insurance benefits ($141). |
Except as described above, this Supplement does not modify, amend, supplement or otherwise affect the Proxy Statement. This Supplement should be read in conjunction with the Proxy Statement. From and after the date of this Supplement, any references to the “Proxy Statement” are to the Proxy Statement as supplemented hereby.
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