Michel J. Voigt
MERIT MEDICAL SYSTEMSAbout Michel J. Voigt
Michel J. Voigt is Chief Human Resources Officer (CHRO) at Merit Medical Systems (MMSI), age 52, serving in this role since December 2020. He holds a B.S. in Business Administration and Management from Oklahoma State University and has 20+ years of HR leadership experience, including CHRO of Mavenir Systems (2017–2020) and prior HR roles at Nestlé, Lexicon Pharmaceuticals, and Verizon . During his tenure, Merit delivered record revenue of $1.357 billion in 2024 with strong free cash flow and non-GAAP EPS growth, and achieved a five-year cumulative total shareholder return (TSR) of ~210% through 12/31/2024 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Mavenir Systems, Inc. | Chief Human Resources Officer | 2017–2020 | Not disclosed |
| Nestlé | HR management roles | Not disclosed | Not disclosed |
| Lexicon Pharmaceuticals Incorporated | HR management roles | Not disclosed | Not disclosed |
| Verizon | HR management roles | Not disclosed | Not disclosed |
External Roles
None disclosed in the latest proxy .
Fixed Compensation
Not disclosed for Voigt; he is not a Named Executive Officer (NEO) in the 2024 Summary Compensation Table .
Performance Compensation
Merit’s executive incentive framework (applicable to senior executives) combines annual performance cash bonuses and long-term equity via PSUs and RSUs:
- PSUs: Three-year performance period linked to Adjusted Free Cash Flow (FCF) and relative TSR vs. Russell 2000; payout uses FCF multiplier and rTSR multiplier with a 250% cap on shares .
- RSUs: Time-based awards vest in four equal annual installments; designed for retention and long-term alignment .
2024 Executive Bonus Plan (Company-wide NEO framework; specific CHRO targets not disclosed):
| Metric | Target | Actual | Weight | Attainment Contribution |
|---|---|---|---|---|
| Net Sales ($USD) | $1,325M | $1,357M | 40% | 44.76% |
| Non-GAAP Operating Margin (%) | 18.90% | 18.98% | 40% | 41.69% |
| Non-GAAP EPS ($USD) | $3.35 | $3.46 | 20% | 21.64% |
| CGI Bonus Modifier | Gross margin 51.05% and Employee Engagement ≥50th percentile | Achieved | 100% | 110% (capped) |
| Total Payout Factor | — | — | — | 118.90% |
PSU metrics and payout mechanics (framework):
| Metric | Threshold | Target | Maximum | Payout Mechanism |
|---|---|---|---|---|
| Adjusted FCF ($USD) | $320M (50%) | $400M (100%) | $480M (200%) | Linear interpolation; feeds PSU share multiplier |
| Relative TSR (percentile) | ≤25th (75%) | 50th (100%) | ≥75th (125%) | Multiplies FCF-adjusted outcome |
| Vesting/Eligibility | — | — | — | Settlement after performance period; accelerated at target only on double-trigger CIC |
RSU vesting:
- Four equal annual installments; shares issued upon vesting .
Equity Ownership & Alignment
- Beneficial ownership for Voigt is not itemized in the stock ownership table; individual share count not disclosed .
- Insider Trading Policy prohibits short-term trading (min six-month holding), short sales, options/derivatives, and hedging; trading windows and pre-clearance apply to executives .
- Stock ownership guidelines: CEO must hold ≥5x base salary; directors ≥5x annual retainer. The proxy does not disclose executive (non-CEO) ownership guidelines or Voigt’s compliance status .
Employment Terms
- Employment agreements and change-in-control severance are disclosed for NEOs (CEO and other listed officers). They are structured as double-trigger (termination without cause or for good reason in connection with a CIC) and include 2x salary + average bonus for two years (3x for CEO, three years), continued health benefits, outplacement, and PSU target vesting at CIC; Voigt-specific terms are not disclosed .
- Clawback Policy (effective Oct 2, 2023) requires recovery of erroneously awarded incentive-based compensation after restatements; no recoupments in 2024 . Executive Bonus Plan and PSU agreements include specific clawback triggers for restatements and misconduct .
- Non-qualified Deferred Compensation Plan is available to certain executives (up to 100% salary/bonus deferrals), but individual participation by Voigt is not disclosed .
Performance & Track Record (Company during Voigt’s tenure)
| Metric | FY 2020 | FY 2021 | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|---|---|
| Revenues ($USD) | $963.9M | $1,074.8M | $1,150.98M | $1,257.37M | $1,356.51M |
| EBITDA ($USD) | $139.99M* | $168.46M* | $190.07M* | $220.15M* | $261.95M* |
Values with asterisks retrieved from S&P Global.
Additional company results and shareholder outcomes:
- Record 2024 revenue ($1.357B), non-GAAP EPS $3.46, and strong free cash flow generation (> $185M, up 67% YoY), aligned to Continued Growth Initiatives (CGI) targets .
- Five-year cumulative TSR of ~210% through 12/31/2024 .
Governance & Compensation Context
- 2024 Say-on-Pay support ~96% of votes cast, indicating strong shareholder endorsement of executive pay design .
- Compensation peer group used for market checks includes CONMED, Globus Medical, Haemonetics, ICU Medical, Insulet, Integer, Integra LifeSciences, LivaNova, Masimo, Nevro, Orthofix, Penumbra, QuidelOrtho, and Teleflex (revenue and market cap set out in proxy) .
Investment Implications
- Alignment: Company-wide executive incentives strongly emphasize performance (FCF and rTSR PSUs; RSUs for retention; annual bonus tied to sales, margin, EPS, and engagement) supporting pay-for-performance discipline even if individual CHRO grant/bonus details are not disclosed .
- Retention risk: Double-trigger CIC protections and structured clawbacks for NEOs indicate robust governance; Voigt-specific severance/contract terms are not disclosed, limiting visibility on his retention economics .
- Trading signals: Strict insider trading and hedging prohibitions reduce hedging/pledging-related misalignment risk; no disclosure of Voigt’s ownership or Form 4 activity to assess selling pressure trends .
- Execution: Human capital metrics (e.g., engagement as a bonus modifier) and 2024 attainment suggest HR execution supports operational targets; company-level performance and TSR have been strong through 2024 under this incentive architecture .