Vivek Jain [January 31

Chairman of the Board and Chief Executive Officer (CEO) at ICU MEDICAL INC/DE

Board

Since February 2014

Age

52 years

Tenure

Joined ICU Medical in February 2014 and has served as Chairman of the Board and Chief Executive Officer since that time.

Also at ICU MEDICAL INC/DE

BB[3

Brian Bonnell [January 31

Chief Financial Officer (CFO) and Treasurer

CV[3

Christian Voigtlander [January 31

Chief Operating Officer (COO)

DW[3

Daniel Woolson [January 31

President

About

Vivek Jain is currently 52 years old as of January 31, 2025. He embarked on a distinguished career in healthcare and finance, holding leadership roles with J.P. Morgan, Philips Medical Systems, Cardinal Health, and CareFusion before assuming his current role.

In February 2014, he joined ICU Medical, where he has since served as Chairman of the Board and Chief Executive Officer. His comprehensive background in investment banking and corporate strategy has been pivotal in his leadership at the company.

Beyond his executive responsibilities at ICU Medical, he has contributed his expertise as a board member for Envista Holdings Corporation since 2020, further reflecting his commitment and impact within the healthcare industry.

$ICUI Performance Under Vivek Jain [January 31

Past Roles

Organization	Role	Date Range	Details
CareFusion Corporation	President of Procedural Solutions	2011 to February 2014	Held until joining ICUI
CareFusion Corporation	President, Medical Technologies and Services	2009 to 2011	N/A
Cardinal Health	Executive Vice-President-Strategy and Corporate Development	2007 to 2009	N/A
Philips Medical Systems (Koninklijke Philips Electronics N.V.)	Senior Vice President, Business Development and M&A	2006 to August 2007	N/A
J.P. Morgan Securities, Inc.	Co-Head of Global Healthcare Investment Banking	2002 to 2006	Last position held
J.P. Morgan Securities, Inc.	Investment Banker	1994 to 2006	N/A

External Roles

Organization	Role	Date Range	Details
Envista Holdings Corporation	Board of Directors	Since 2020	Current active role outside of ICUI

Fixed Compensation

Data from FY 2023

Component Name	Amount	Payment Schedule	Additional Details
Base Salary	$775,000	Annual	Base salary for 2023, unchanged from 2022
Bonus	None	N/A	No discretionary cash bonus for 2023
All Other Compensation	$16,500	Annual	Includes 401(k) match
Time-Based RSUs Value	$2,777,142	Vesting over 3 years	14,615 RSUs granted on May 17, 2023; vests in equal annual increments

Performance Compensation

Data from FY 2023

Annual Cash Incentives

Metric	Details
Bonus Basis	$775,000 (Base Salary)
Performance Metrics	Adjusted EBITDA & Free Cash Flow (weighted 50% each)
Adjusted EBITDA Goals	Threshold: $375M, Target: $400M, Stretch: $425M
Free Cash Flow Goals	Threshold: $50M, Target: $100M, Stretch: $150M
Payout Percentages	Threshold: 50%, Target: 100%, Stretch: 150%
Actual Results	Adjusted EBITDA: $376.1M, FCF: $83.8M
Actual Payout	60% of Target Bonus, $465,000
Payment	Annual payout based on FY 2023 performance

Performance-Based RSUs

Metric	Details
Performance Metrics	3-year adjusted revenue CAGR & 3-year Adjusted EBITDA CAGR (weighted 50% each)
Share Targets	Threshold: 3,654 shares, Target: 14,616 shares, Maximum: 36,540 shares
Grant Date	May 17, 2023
Grant Date Fair Value	$2,777,332
Grant Date Stock Price	$190.02
Vesting Schedule	Vests in equal annual increments over 3 years; performance RSUs vest at end of 2025
Evaluation Period	January 1, 2023 to December 31, 2025
Conditions	Must achieve minimum performance thresholds; forfeited if goals not met