DEF 14A: Altair Engineering Inc. Announces Details for 2024 Annual Meeting of Stockholders

Sentiment:

Proxy Statement


Altair Engineering Inc. will hold its annual meeting of stockholders virtually on May 16, 2024, to vote on director elections, executive compensation, and the ratification of its independent accounting firm.

Summary

  • Altair Engineering Inc. is holding its Annual Meeting of Stockholders on May 16, 2024, at 1:00 p.m. Eastern Time, virtually via the Internet.
  • Stockholders of record as of March 21, 2024, are entitled to vote.
  • The meeting will address the election of two Class I directors for a three-year term expiring in 2027, an advisory vote on executive compensation, and the ratification of Ernst & Young LLP as the independent registered public accounting firm for the year ending December 31, 2024.
  • The Board recommends voting FOR the election of director nominees, the approval of executive compensation, and the ratification of the accounting firm appointment.
  • In 2023, total software product revenue was $550.0 million and total revenue was $612.7 million.
  • The company reported a net loss of $8.9 million, which included non-cash stock-based compensation expenses of $85.6 million.
  • Adjusted EBITDA was $129.1 million, and non-GAAP net income was $98.8 million.
  • Cash flow from operations was $127.3 million, and free cash flow was $117.1 million.

Sentiment

Score: 7

Explanation: The document presents a mix of positive and negative financial results, with strong revenue figures offset by a net loss. The focus on corporate governance and sustainability initiatives contributes to a moderately positive outlook.

Positives

  • The Board is actively engaged in corporate governance, with committees overseeing audit, compensation, nominating and governance, and technology.
  • The company achieved strong business results in 2023, driven by momentum across a number of verticals.
  • The company's compensation program is designed to align executive interests with those of stockholders.
  • The company has a strong commitment to sustainability, diversity, and increased opportunity for under-represented groups.

Negatives

  • The company reported a net loss of $8.9 million in 2023.
  • The company had non-cash stock-based compensation expenses of $85.6 million in 2023.

Risks

  • The document mentions that the company operates in a dynamic business environment and competes for executive talent.
  • The company's future performance is subject to various risks, including those related to technology trends, market conditions, and competition.

Future Outlook

The company aims to improve social and environmental challenges and increase opportunities for under-represented groups.

Management Comments

  • We believe a critical component of our success has been our company culture, based on our core values of innovation, envisioning the future, communicating honestly and broadly, seeking technology and business firsts, and embracing diversity and risk-taking.

Industry Context

The company operates in the computational science and artificial intelligence industry, enabling organizations across broad industry segments to drive smarter decisions.

Comparison to Industry Standards

  • The document compares the company's cumulative total stockholder return (TSR) to the cumulative total stockholder return of the Nasdaq Computer Index.
  • The document also compares the company's executive compensation practices to those of a select group of peer companies, including Appian, New Relic, Aspen Technology, Paylocity Holding, BlackLine, PTC, Domo, SPS Commerce, Ebix, Workiva, Guidewire Software, Yext, Manhattan Associates, MicroStrategy and Zuora.

Related Party Transactions

  • The company employs certain members of the family of its CEO, James Scapa, including Stephanie Buckner (daughter), Thomas Leemhuis (son-in-law), and Christian Buckner (son-in-law).
  • Stephanie Buckner, as Chief Operating Officer, received a base salary of $250,000 and a bonus of $200,000 in 2023, along with equity grants.
  • Thomas Leemhuis, a Regional Manager, received a base salary of $150,000 and commissions of $60,684 in 2023, along with a car allowance and equity grants.
  • Christian Buckner, a Director of Product Management, received a base salary of $235,000 and a bonus of $6,267 in 2023, along with equity grants.

Stakeholder Impact

  • Stockholders are asked to vote on key proposals that will impact the company's governance and executive compensation.
  • Employees are impacted by the company's compensation and benefits programs.
  • The company's commitment to sustainability and social responsibility impacts the broader community.

Next Steps

  • Stockholders are encouraged to vote on the proposals outlined in the proxy statement.
  • The Board and Compensation Committee will consider the results of the advisory vote on executive compensation.
  • The company will continue to monitor and adjust its compensation and benefits programs.

Key Dates

DateDescription
1985Company inception.
March 5, 1987Date of James R. Scapa Declaration of Trust.
May 8, 2015Date of Christ Revocable Trust and Dana/Lauren Christ Irrevocable Trusts.
April 1, 2014Automatic enrollment feature for 401(k) Plan.
January 1, 2023Start of the period for related party transactions disclosure.
December 31, 2023End of fiscal year 2023; used for various compensation and performance metrics.
January 24, 2024Date of Pictet Asset Management S.A. Schedule 13G filing.
January 25, 2024Date of BlackRock, Inc. Schedule 13G/A filing.
February 13, 2024Date of Matrix Capital Management Company LP and The Vanguard Group, Inc. Schedule 13G/A filings.
March 13, 2024Beneficial Ownership Date.
March 21, 2024Record date for Annual Meeting.
April 5, 2024Proxy materials first made available to stockholders.
May 15, 2024Deadline to vote by Internet or telephone.
May 16, 2024Annual Meeting of Stockholders date.
December 27, 2024Deadline for stockholder proposals for 2025 Annual Meeting.
January 20, 2025Earliest date for stockholder notice of proposals for 2025 Annual Meeting.
February 19, 2025Latest date for stockholder notice of proposals for 2025 Annual Meeting.
March 17, 2025Deadline for Rule 14a-19 notice for director nominations at 2025 Annual Meeting.

Keywords

stockholders, executive compensation, directors, annual meeting, governance, financial performance, proxy statement, Altair

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