Matthijs Glastra

Chair of the Board & CEO at NOVANTA

Board

Since September 1, 2016

Age

56 years

Education

Holds a Master of Science in Applied Physics from Delft University of Technology, an Advanced Engineering Degree from ESPCI, and an MBA from INSEAD.

Tenure

Joined NOVT in 2012 as Group President, was promoted to COO in February 2015, became CEO on September 1, 2016, and assumed the role of Chair of the Board on May 13, 2021.

Also at NOVANTA

John Burke

Chief Accounting Officer (CAO)

MDW

Michele D. Welsh

General Counsel & Corporate Secretary

RJB

Robert J. Buckley

Chief Financial Officer (CFO)

About

Matthijs Glastra has built an impressive career over more than 25 years in technology and industrial sectors, beginning with an 18-year tenure at Philips where he held various leadership roles including CEO of Philips Entertainment Lighting and COO of Philips Lumileds.

At NOVT, he first joined as Group President in 2012, later advancing to COO in February 2015, and ultimately taking on the role of CEO on September 1, 2016; his strategic insights and operational expertise were further recognized when he was appointed Chair of the Board on May 13, 2021.

His leadership is characterized by a deep understanding of advanced industrial and medical markets, and he has played a key role in driving innovation and growth at NOVT. His strong academic background in applied physics, engineering, and business supports his comprehensive approach to both strategy and execution.

$NOVT Performance Under Matthijs Glastra

Past Roles

Organization	Role	Date Range	Details
Novanta Inc.	Chief Executive Officer	Sep 1, 2016 - ?	Served as CEO prior to assuming his current role as Chair of the Board & CEO.
Novanta Inc.	Chief Operating Officer	Feb 2015 - Sep 1, 2016	Appointed COO before being promoted to CEO.
Novanta Inc.	Group President	2012 - Feb 2015	Joined Novanta Inc. as Group President and later transitioned to COO.
Philips	CEO, Philips Entertainment Lighting	2012	Led advanced technology businesses in the entertainment lighting division.
Philips	COO, Philips Lumileds	2007 - 2012	Oversaw operations at Philips Lumileds.
Philips	General Manager/Vice President roles	1994 - 2007	Held multiple leadership positions across Healthcare, Semiconductor, and Lighting divisions.
Philips	Director of Corporate Strategy	N/A	Worked at Philips corporate headquarters in a strategic role.

Fixed Compensation

Data from FY 2023

Component Name	Amount	Payment Schedule	Additional Details
Base Salary	$784,391	Annual	Fixed annual base salary
Defined Contribution Plan Company Match	$16,500	Annual	Company match component
Life Insurance	$6,035	Annual	Life insurance benefit
Disability Insurance	$25,097	Annual	Disability insurance coverage
Executive Physical	$5,436	Annual	Executive physical exam benefit
Taxable Fringe Benefits	$1,080	Annual	Taxable fringe benefits

Performance Compensation

Data from FY 2023

Non-Equity Incentive Plan Compensation

Metric (Unit/Scale)	Threshold	Target	Maximum (Cap)	Evaluation Period	Actual Results / Notes
Adjusted EBITDA (USD Millions)	$180M	$200M	$220M	2023 (evaluated annually)	Actual Adjusted EBITDA of $196.2M resulted in a blended payout of 63.4% of the target bonus
Organic Revenue Growth (%)	3.0%	5.0%	7.0%	2023 (evaluated annually)	Actual growth of 1.3% impacted the payout calculation

Target Bonus: $1,200,000 with a maximum potential payout of $2,400,000.
Payment: Incentives are paid in March of the following year upon performance evaluation.

EBITDA Performance Stock Units (PSUs)

Metric (Unit/Scale)	Threshold	Target	Maximum	Vesting Schedule	Grant Details
Number of Shares (Units)	6,700 shares	13,399 shares	34,837 shares	Cliff vest on Jan 1, 2026	Grant Date: Feb 24, 2023; Grant Date Fair Value: $2,431,249 ; Stock Price: $156.72

Performance Metric: Cumulative Adjusted EBITDA over the period from Jan 1, 2023 to Dec 31, 2025 with a relative TSR multiplier range of 1.0x to 1.3x.
Conditions: Vesting contingent on achievement of metrics and continued employment; accelerated vesting possible under termination/change of control.

Revenue Performance Stock Units (PSUs)

Metric (Unit/Scale)	Threshold	Target	Maximum	Vesting Schedule	Grant Details
Number of Shares (Units)	6,700 shares	13,400 shares	34,840 shares	Cliff vest on Jan 1, 2026	Grant Date: Feb 24, 2023; Grant Date Fair Value: $2,431,430 ; Stock Price: $156.72

Performance Metric: Cumulative revenue over the period from Jan 1, 2023 to Dec 31, 2025 with a relative TSR multiplier range applied from 1.0x to 1.3x.
Conditions: Vesting conditioned on achieving revenue performance targets and continued employment; accelerated vesting may be applicable under specific circumstances.

2023 Stock Options

Metric (Unit/Scale)	Value	Vesting Schedule	Grant Details
Grant Date Fair Value (USD)	$1,800,091	Vest in three equal installments	Grant Date: Feb 24, 2023; Stock Price: $156.72 per share
Vesting Dates	N/A (Service-based)	Feb 24, 2024; Feb 24, 2025; Feb 24, 2026	Vesting subject to continued employment and accelerated vesting under termination/change of control

Note: The 2023 Stock Options are service-based and do not have performance metrics attached to their vesting. Performance metrics are associated with the PSUs as detailed above.

This detailed breakdown outlines all available 2023 performance compensation components with their associated performance metrics, payout thresholds, targets, caps, vesting schedules, evaluation periods, and actual performance outcomes where provided.