Independent
Tenure on this board
0.5 yrs
Also a director at
Lineage Cell Therapeutics Inc (LCTX)
Meeting calendar
STAA · Annual meeting · Thursday, June 18, 2026
Staar Surgical Co
7 nominees · 4 ballot items.
Elect seven directors; approve Amendment No. 2 to the Amended and Restated Omnibus Equity Incentive Plan to add 3.9 million shares; ratify BDO USA, P.C. as independent auditors; and approve, on a non-binding advisory basis, the compensation of the named executive officers (say-on-pay).
Market cap
$1.4B
1Y TSR
+60.0%
Board grade
C
Record date
Apr 20, 2026
Filing
DEF 14A
Meeting concluded · Jun 18, 2026
Follow how the vote landed and what changed on Staar Surgical Co’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.
Proposals
On the ballot4
- 1
Election of Directors
ManagementBoard: FORElect seven director nominees (Neal C. Bradsher, Arthur C. Butcher, Wei Jiang, Richard T. LeBuhn, Louis E. Silverman, Christopher M. Wang, Lilian Y. Zhou) to serve until the 2027 annual meeting.
- 2
Approval of Amendment No. 2 to Amended and Restated Omnibus Equity Incentive Plan
ManagementBoard: FORApprove Amendment No. 2 to increase the number of shares reserved under the Amended and Restated Omnibus Equity Incentive Plan by 3.9 million shares.
More detail
This management proposal asks shareholders to approve Amendment No. 2 to the Company’s Amended and Restated Omnibus Equity Incentive Plan, increasing the share reserve by 3.9 million shares (bringing total to 26,705,000 if approved). Management seeks shareholder approval to ensure continued availability of equity awards to attract, retain, and motivate employees, directors and consultants, and to comply with Nasdaq listing and Section 422 ISO requirements. The company states historical burn rates (3-year average ~3.4%) and that, as of April 3, 2026, only 344,635 shares remained available, estimating the requested increase would support grants for approximately two years. The board recommends a “FOR” vote arguing without additional shares the company may have to increase cash compensation or otherwise dilute alignment between management and shareholders; it also points to recapture of forfeited awards and notes that substitute awards in corporate transactions do not reduce the reserve. The proposal includes full plan text and discusses mechanics for share counting, limitations, and anti-dilution adjustments, and emphasizes governance steps (Committee administration, limits on per-participant grants, director limits). Investors should weigh dilution and potential equity overhang against retention needs and the company’s growth and equity usage trends when evaluating the proposal.
- 3
Ratification of Independent Registered Public Accounting Firm
ManagementBoard: FORRatify the appointment of BDO USA, P.C. as STAAR’s independent registered public accounting firm for fiscal year 2026.
- 4
Advisory Vote to Approve Executive Compensation (Say-on-Pay
ManagementBoard: FORNon-binding advisory vote to approve the compensation of the Company’s named executive officers as disclosed in the proxy statement.
More detail
This management proposal is a routine annual say-on-pay advisory vote asking shareholders to approve, on a non-binding basis, the company’s executive compensation as disclosed. Management argues its program is pay-for-performance, with a large portion of at-risk compensation, changes in 2025 to better align with shareholder feedback (e.g., LTI mix 50% RSUs/50% PSUs; redesigned PSUs measuring multi-year revenue growth; revised annual bonus excluding China and adding strategic objectives), and notes 97% shareholder support in 2025. Investors should view this proposal as an evaluative signal of shareholder support for governance and pay practices; while non-binding, the Board and Compensation Committee state they will consider the vote outcome when making future decisions.
Director elections
Nominees on the ballot7
Independent
Tenure on this board
2.4 yrs
Not independent
Tenure on this board
2.4 yrs
Also a director at
Waters Corp (WAT)
Independent
Tenure on this board
0.5 yrs
Independent
Tenure on this board
1.2 yrs
Also a director at
Insight Molecular Diagnostics Inc (IMDX)
Independent
Tenure on this board
0.5 yrs
Independent
Tenure on this board
2.6 yrs
Ownership
Latest 13F quarterTop institutional holders10
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | BROADWOOD CAPITAL INC | 32.4% | 16,123,842 | $302M |
| 2 | BlackRock, Inc. | 9.5% | 4,748,575 | $89M |
| 3 | Yunqi Capital Ltd | 6.5% | 3,257,130 | $61M |
| 4 | Madison Avenue Partners, LP | 4.9% | 2,441,678 | $46M |
| 5 | VANGUARD PORTFOLIO MANAGEMENT LLC | 4.3% | 2,123,589 | $40M |
| 6 | STATE STREET CORP | 3.7% | 1,832,996 | $34M |
| 7 | VANGUARD CAPITAL MANAGEMENT LLC | 3.4% | 1,690,606 | $32M |
| 8 | Anatole Investment Management Ltd | 3.2% | 1,601,701 | $30M |
| 9 | BlackRock, Inc. | 2.6% | 1,290,349 | $24M |
| 10 | Two Seas Capital LP | 2.1% | 1,036,973 | $19M |
Peers
Nearest market capOther Healthcare sector meetings6
Upcoming shareholder meetings at Staar Surgical Co’s closest sector peers — compare boards, ballots, and ownership across the cohort.
Anaptysbio IncANAB
Annual meeting·Aug 11, 2026·$1.6B
Trulieve Cannabis CorpTRLV
Special meeting·Aug 5, 2026·$1.6B
Avanos Medical IncAVNS
Special meeting·Jul 22, 2026·$1.2B
Aura Biosciences IncAURA
Special meeting·Aug 5, 2026·$712M
Prestige Consumer Healthcare IncPBH
Annual meeting·Aug 4, 2026·$2.4B
Indaptus Therapeutics IncINDP
Annual meeting·Aug 10, 2026·$287M
Reference
Frequently asked questions
- When is the Staar Surgical Co 2026 annual meeting?
- Staar Surgical Co (STAA) holds its 2026 annual shareholder meeting on Thursday, June 18, 2026.
- What is the record date for the Staar Surgical Co 2026 meeting?
- The record date for the Staar Surgical Co 2026 meeting is Monday, April 20, 2026. Shareholders of record on or before that date are eligible to vote.
- Who are the director nominees for Staar Surgical Co's 2026 meeting?
- The board is presenting 7 director nominees at the Staar Surgical Co 2026 meeting, listed with their independence status and background.
- What proposals will shareholders vote on at the Staar Surgical Co 2026 meeting?
- Shareholders will vote on 4 proposals at the Staar Surgical Co 2026 meeting, each tagged with who proposed it and the board's recommendation.
Disclaimer
The opinions and information contained herein have been obtained or derived from sources believed to be reliable, but Boardroom Alpha cannot guarantee its accuracy and completeness, and that of the opinions based thereon.
This report contains opinions and is provided for informational purposes only – it does not constitute investment, legal or tax advice. You should not rely solely upon the research herein for purposes of transacting securities or other investments, and you are encouraged to conduct your own research and due diligence, and to seek the advice of a qualified securities professional before you make any investment.
None of the information contained in this report constitutes, or is intended to constitute a recommendation by Boardroom Alpha of any particular security or trading strategy or a determination by Boardroom Alpha that any security or trading strategy is suitable for any specific person. To the extent any of the information contained herein may be deemed to be investment advice, such information is impersonal and not tailored to the investment needs of any specific person.
No representation or warranty, expressed or implied, is made on behalf of Boardroom Alpha as to the accuracy or completeness of the information contained herein. Boardroom Alpha does not accept any liability for any direct, indirect or consequential loss or damage suffered by any person as a result of relying on all or any part of this research and any liability is expressly disclaimed.