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Brad Nagel

Chief Financial Officer at Electromed
Executive

About Brad Nagel

Bradley M. Nagel is Chief Financial Officer, Treasurer and Secretary of Electromed, Inc. (ELMD). He joined ELMD on November 14, 2022 after serving as Divisional CFO of Global Lung Health & Visualization at Medtronic; he holds a bachelor’s degree in business & finance from Calvin University and is 43 years old as of FY2025 disclosures . ELMD’s FY2025 results showed revenue up 17% year over year to $64.0 million and net income up 46% to $7.54 million, while the “value of a fixed $100 investment” rose to $228.11, underscoring strong TSR during his tenure .

Past Roles

OrganizationRoleYearsStrategic Impact
Medtronic plcDivisional CFO, Global Lung Health & Visualization2018–2022Primary business partner to GM; drove revenue growth, expense management, product and business development .
Medtronic plcSr. Manager, Accounting & Sales Operations2016–2018Led accounting and sales ops for division .
Medtronic plcAccounting Manager2015–2016Managed divisional accounting .
Target CorporationFinance, sales operations, accounting rolesPre-2015Increasing responsibility across finance and operations .
TCF Financial CorporationAccounting/finance rolesPre-2015Accounting and finance roles of increasing responsibility .

External Roles

OrganizationRoleYearsStrategic Impact
None disclosed

Fixed Compensation

MetricFY 2024FY 2025
Base Salary ($)$280,300 $325,000
Target Bonus % of Base30% 40%
Auto Allowance ($/month)$600 $600

Performance Compensation

MetricWeightingMinimumTargetActual vs TargetPayoutVesting/Timing
Revenue Growth (FY2025 vs FY2024)67% 6.4% 12.4% Exceeded target 156% of target bonus; CFO paid $202,800 Annual cash bonus under FY2025 Officer Bonus Plan
EBT Growth (FY2025 vs FY2024)33% 10% 31% Exceeded target Included in 156% payout Annual cash bonus under FY2025 Officer Bonus Plan

FY2024 bonus context: payout was 116% of target (CEO $290,000; CFO $97,544) under similar revenue/EBT framework .

Equity Ownership & Alignment

ItemDetail
Total Beneficial Ownership35,506 shares; less than 1% of outstanding .
Shares Outstanding (record date)8,376,147 .
Options Exercisable within 60 Days (as of Sep 17, 2025)13,668 shares .
Hedging/PledgingCompany policy prohibits pledging and hedging of company securities by officers .
Stock Ownership GuidelinesNot disclosed in proxy; no guideline details provided (skip).

Outstanding grants (as of June 30, 2025):

Grant TypeGrant DateExercisableUnexercisableStrikeExpirationUnvested RSUsVesting Schedule
Stock Options07/01/20235,267 2,633 $10.71 07/01/2033 Vests in equal parts June 30, 2024/2025/2026
Stock Options11/10/20234,334 2,166 $10.25 11/10/2033 Vests in equal parts June 30, 2024/2025/2026
Stock Options09/03/202412,200 $17.25 09/03/2034 Vests in equal parts Sep 2025/2026/2027
RSUs (Restricted Stock)07/01/20232,200 Fully vest on June 30, 2026
RSUs (Restricted Stock)09/03/20245,500 Vests in equal parts Sep 2025/2026/2027

Market-value references for RSUs at FY2025: 5,500 RSUs valued $120,945 and 2,200 RSUs valued $48,378 using $21.99/share at 6/30/2025 .

Employment Terms

ProvisionKey Terms
Start Date & TermEmployment agreement effective November 14, 2022; initial 2-year term with automatic one-year extensions unless terminated; term automatically expires one year after a change of control .
Base & Target BonusInitial base $250,000 (raised to $280,300 in FY2024 and $325,000 in FY2025); target bonus 30% (raised to 40% in FY2025) .
Perquisites$600 monthly auto allowance .
Severance (no CoC)1x base salary; 100% of target bonus based on individual performance plus pro-rata portion of company performance; up to 12 months company-cost COBRA; paid over 12 months .
Severance (within 12 months after CoC)1.5x base salary; 150% of target bonus (individual performance) plus pro-rata portion of company performance; lump-sum within 75 days; up to 18 months company-cost COBRA; time-based equity vests; performance-based equity continues per terms .
Equity Acceleration (Plan terms)2023 Equity Plan provides double-trigger acceleration if awards are assumed and the executive is involuntarily terminated within 12 months post-CoC; if awards are not assumed, they fully vest at CoC .
Restrictive CovenantsSeverance contingent on compliance with non-competition, non-solicitation, and confidentiality agreements .
Clawback PolicyBoard-adopted recoupment policy compliant with SEC/NYSE American; recovery of erroneously awarded incentive compensation after restatements (applies to awards received on/after Oct 2, 2023) .
Hedging/Pledging BanNo margin purchases/pledging; no derivatives or hedging of company stock by insiders .

Performance & Track Record

  • FY2025 revenue: $64.0 million (+17% YoY); operating income: $9.66 million; net income: $7.54 million (+46% YoY). Strong gross margin of 78.1%, reflecting higher revenue per device and scale .
  • Capital allocation: ELMD executed $10.0 million of repurchases in FY2025 and exhausted two $5 million authorizations (average prices $22.63 and $17.86), signaling confidence and offsetting dilution .
  • TSR: “Value of fixed $100 investment” reached $228.11 in FY2025 vs $155.91 in FY2024 and $111.10 in FY2023, indicating robust shareholder returns during his tenure .

Say‑on‑Pay & Shareholder Feedback

  • 2024 say‑on‑pay: ~91% of votes cast supported executive compensation .
  • 2025 say‑on‑pay (Nov 14, 2025): approved with 4,713,558 For, 309,673 Against, 19,521 Abstain; shareholders recommended annual frequency for future say‑on‑pay (4,783,259 votes for “1 year”) .

Compensation Structure Analysis

  • Mix shift to equity and performance pay: CFO target bonus increased to 40% of base in FY2025; recurring RSU/option grants with multi-year vesting reinforce retention and alignment .
  • Performance metrics tightened: FY2025 plan required 6.4% minimum and 12.4% target revenue growth; 10% minimum and 31% target EBT growth; weighting emphasizes growth-quality via EBT (33%) .
  • Governance safeguards: Double‑trigger acceleration, clawback policy, and hedging/pledging bans mitigate misalignment risks .

Vesting Schedules and Insider Selling Pressure

  • Near‑term supply events: RSUs/Options from 9/3/2024 vest in equal parts on Sep 2025/2026/2027; prior 2023 grants vest June 30 annually through 2026, creating predictable windows when shares may deliver or options may approach exercisability .
  • Exercisable options: 13,668 shares within 60 days of 9/17/2025; additional tranches become exercisable as schedules roll, but hedging/pledging is prohibited and 10b5‑1 plans require approval, moderating selling pressure .

Related‑Party Transactions and Red Flags

  • No related‑party transactions disclosed involving Mr. Nagel; vendor arrangement exists with a >5% shareholder supplier, monitored by the Audit Committee for competitiveness and fairness .
  • No tax gross‑ups or option repricing disclosed; clawback policy in place; strong say‑on‑pay support reduces governance risk .

Compensation Peer Group

  • Not disclosed in the latest proxy; no peer composition or target percentile provided (skip) .

Expertise & Qualifications

  • Education: B.S. in business & finance, Calvin University .
  • Industry experience: Medical devices (lung health), finance, operations, and sales support; prior Fortune 500 finance leadership .
  • CFO role scope: Oversees finance, IT security reporting (Director of IT reports to CFO), and supports Board/Audit Committee in risk oversight disclosures .

Work History & Career Trajectory

OrganizationRoleTenureNotes
Electromed, Inc.CFO, Treasurer & Secretary2022–presentJoined Nov 14, 2022; compensation and severance detailed in employment agreement .
Medtronic plcDivisional CFO (Global Lung Health & Visualization)2018–2022Led divisional finance; product and BD support .
Medtronic plcSr. Manager, Accounting & Sales Ops; Accounting Manager2015–2018Division financial operations .
Target Corp.; TCF FinancialFinance/Accounting rolesPre‑2015Progressive finance roles .

Investment Implications

  • Alignment: High proportion of at‑risk compensation tied to revenue and EBT growth (156% payout in FY2025) and multi‑year equity vesting supports growth execution; no pledging/hedging allowed .
  • Retention: Automatic renewals, meaningful severance, and predictable vesting schedules lower near‑term turnover risk; double‑trigger CoC protection aligns with shareholder‑friendly norms .
  • Trading signals: Watch annual vesting dates (June 30; early September) for potential supply; option strikes at $10.71, $10.25, and $17.25 create exercise incentives depending on market price—monitor for 10b5‑1 activity and post‑vesting sales within policy .
  • Performance backdrop: Revenue (+17% YoY) and net income (+46% YoY) growth with active buybacks suggest disciplined capital allocation under current leadership; continued execution on payer/reimbursement and hospital channel expansion is key .