Form 4: Boston Scientific Executive Vance R. Brown Reports Share Award Vesting and Tax Withholding

Vance R. Brown, SVP, GC and Corp. Secretary of Boston Scientific, reports the vesting of performance share units and a transaction for tax withholding.

Summary

• On February 11, 2025, Vance R. Brown, SVP, GC and Corp. Secretary of Boston Scientific, reported changes in beneficial ownership of company stock.
• These changes involve the vesting of performance share units awarded on February 16, 2022, under the company's 2022 Total Shareholder Return Performance Share Program.
• The number of shares earned was based on Boston Scientific's total shareholder return performance relative to the S&P 500 Health Care Index over a three-year period ending December 31, 2024, and the completion of a three-year individual service period.
• Mr. Brown acquired 14,708 shares of common stock at $0.00 per share due to the vesting of these performance share units.
• Additionally, 6,350 shares were disposed of at $105.98 per share to cover tax obligations.
• Following these transactions, Mr. Brown beneficially owns 47,233 shares of Boston Scientific common stock.

Sentiment

Score: 7

Explanation: The document indicates that performance targets were met, leading to the vesting of shares. This is generally a positive signal, although the subsequent sale for tax purposes is neutral. The executive's continued shareholding is a positive sign.

Positives

• The vesting of performance share units suggests that Boston Scientific met certain performance targets related to shareholder return compared to its peers in the S&P 500 Health Care Index.
• The executive's continued holding of a significant number of shares (47,233) indicates confidence in the company's future prospects.

Industry Context

Executive compensation through performance-based equity awards is a common practice in the healthcare industry to align management's interests with those of shareholders. The vesting of these awards suggests that Boston Scientific's performance, relative to its peers in the S&P 500 Health Care Index, has been satisfactory over the performance period.

Comparison to Industry Standards

• Performance share units (PSUs) are a common component of executive compensation packages among S&P 500 companies, particularly in the healthcare sector.
• Companies like Medtronic (MDT), Abbott Laboratories (ABT), and Johnson & Johnson (JNJ) also utilize PSUs tied to metrics such as total shareholder return (TSR), revenue growth, and earnings per share (EPS).
• The specific performance targets and vesting schedules vary, but the underlying principle is to incentivize executives to drive long-term value creation for shareholders.
• The three-year performance cycle is a standard timeframe for PSU programs, allowing for a reasonable assessment of sustained performance.

Stakeholder Impact

• The vesting of performance share units can be viewed positively by shareholders as it suggests the company has met certain performance goals.
• The tax-related sale of shares may have a minor, temporary impact on the stock price.

Key Dates