DEF: CooperCompanies Reports Strong Fiscal 2025, Boosts Buyback

Sentiment:

Definitive Proxy Statement 24 February 2026 4:19 PM

CooperCompanies delivered double-digit full-year earnings growth and exceeded free cash flow expectations in fiscal 2025, strengthening its foundation for sustainable growth and expanding its share repurchase program.

Better than expectedExceeded consensus earnings expectations every quarter.Achieved double-digit full-year earnings growth.Outperformed free cash flow expectations.2023 PSU awards earned at 200% of target, reflecting 11.1% non-GAAP constant currency EPS growth, which exceeded the 11% maximum target.Raised long-term free cash flow target to $2.2+ billion through fiscal 2028.

Summary

Fiscal 2025 revenue reached $4.09 billion, marking a 5% increase from fiscal 2024 (5% in constant currency, 4% organically).
The company exceeded consensus earnings expectations every quarter and achieved double-digit full-year earnings growth.
Free cash flow expectations were outperformed, reaching $433.7 million, leading to a raised long-term free cash flow target of $2.2+ billion through fiscal 2028.
Approximately $290.1 million of common stock (4.1 million shares at an average price of $69.30) was repurchased in fiscal 2025, and the Board authorized an expansion of the buyback program to $2 billion.
Significant organizational restructuring activities, acquisition-related integration work, facility buildouts, resolution of supply chain challenges, and implementation of essential IT systems were completed with minimal customer disruption.
The 'OneCooper' initiative transformed G&A functions into global platforms, generating meaningful cost savings and operational efficiencies, with expected annual pre-tax savings of approximately $50 million beginning in fiscal 2026.
Entering fiscal 2026, the company's clear priorities are to accelerate top-line growth, improve profitability, increase cash generation, and continue returning capital to shareholders.
The Annual Meeting of Stockholders is scheduled for April 7, 2026, to elect nine directors, ratify KPMG LLP as the independent registered public accounting firm, and approve Named Executive Officer compensation on a non-binding, advisory basis.

Sentiment

Score: 8

Explanation: StockSavvy.ai views this filing positively due to strong financial performance exceeding expectations, strategic operational improvements yielding significant cost savings, and a clear commitment to shareholder returns through buybacks and increased cash generation targets.

Positives

Exceeded consensus earnings expectations every quarter in fiscal 2025.
Achieved double-digit full-year earnings growth.
Outperformed free cash flow expectations, reaching $433.7 million.
Raised long-term free cash flow target to $2.2+ billion through fiscal 2028.
Repurchased $290.1 million of common stock (approximately 4.1 million shares at an average price of $69.30) in fiscal 2025.
Board expanded the share repurchase program by $1 billion, bringing the total authorization to $2 billion, with nearly $1 billion remaining available at the end of fiscal 2025.
Completed significant reorganization and integration activities, expecting annual pre-tax savings of approximately $50 million beginning in fiscal 2026.
CooperVision revenue increased 5% to $2,743.8 million (5% constant currency, 5% organically).
CooperSurgical revenue increased 5% to $1,348.6 million (5% constant currency, 3% organically).
Non-GAAP gross margin improved to 68% from 67% in fiscal 2024.
Non-GAAP operating margin improved to 26% from 25% in fiscal 2024.
Performance-based stock units (PSUs) for the fiscal 2023-2025 period were earned at 200% of target, reflecting 11.1% non-GAAP constant currency EPS growth, exceeding the 11% maximum achievement level.
Maintained position as the #1 contact lens company in the world by wearers and a global leader in fertility and women's health.
Achieved key medical device regulatory certification in Europe ahead of plan.
Expanded manufacturing lines, relieving constraints on MyDay products and new product development activities.
Opened a new US distribution center for CooperSurgical and established new distribution capabilities to increase capacity and improve customer experience.
Improved inventory management for CooperSurgical to reduce overall inventory holdings without compromising service.
Strong corporate governance practices, including an entirely independent Board (excluding CEO) and committees, annual director re-election, majority voting standard for directors, and standard proxy access provisions.
Commitment to corporate social responsibility and sustainability, including 100% renewable electricity sourcing at all CooperVision facilities in New York and the UK, SCS Zero Waste Certification for seven global locations, and preventing 12 million kilograms of plastic waste since 2021 through a Plastic Bank partnership.

Negatives

GAAP gross margin decreased to 66% from 67% in fiscal 2024.
GAAP operating margin decreased to 17% from 18% in fiscal 2024.
Revenue achievement for the 2025 Incentive Payment Plan (IPP) was slightly below budget targets for the total company (97.9%), CooperVision (97.7%), and CooperSurgical (98.5%) on a constant currency basis.
Non-GAAP Operating Income achievement for the 2025 IPP was slightly below budget targets for CooperVision (98.6%) and CooperSurgical (93.3%) on a constant currency basis.
No directors attended the 2025 annual meeting of stockholders.

Risks

The Board maintains oversight responsibilities for competitive, legal, regulatory, operational, and financial risks.
The Audit Committee has oversight responsibility for information security programs and receives updates at least quarterly on cybersecurity incidents.
The Organization & Compensation Committee regularly reviews and assesses possible risks related to compensation programs, concluding that the current structure does not create unreasonable risk or the likelihood of a material adverse impact on the Company.
The Clawback Policy addresses the risk of material non-compliance with financial reporting requirements under securities laws, allowing for recovery of incentive-based compensation in the event of an accounting restatement.

Future Outlook

The company enters fiscal 2026 with clear priorities to accelerate top-line growth, improve profitability, increase cash generation, and continue returning capital to shareholders. A long-term free cash flow target of $2.2+ billion through fiscal 2028 has been raised. Beginning in fiscal 2026, long-term incentive awards will include a performance-based stock unit tied to three-year relative Total Shareholder Return (TSR), measured against the S&P Healthcare Equipment Index, and all Named Executive Officers will have corporate financial objectives, transitioning from segment-specific goals for some.

Management Comments

"Our purpose, Helping People Experience Life's Beautiful Moments, guides us. It reflects the profound impact we have on more than 50 million people worldwide." Al White, President and CEO.
"Fiscal 2025 was a pivotal year for Cooper, marked by meaningful organizational transformation, resilience, and disciplined execution." Al White, President and CEO.
"We exceeded consensus earnings expectations every quarter, achieved double-digit full-year earnings growth, and outperformed free cash flow expectations." Al White, President and CEO.
"We also raised our long-term free cash flow target to $2.2+ billion through fiscal 2028 reflecting our shift towards greater cash-generation." Al White, President and CEO.
"We enter fiscal 2026 with clear priorities: accelerate top-line growth, improve profitability, increase cash generation, and continue returning capital to shareholders." Al White, President and CEO.

Industry Context

StockSavvy.ai notes that CooperCompanies operates in the resilient and expanding medical device markets, specifically contact lenses (where it is the #1 company by wearers) and fertility/women's health (where it is a global leader). The company's strategic focus on premium products, innovation, and operational efficiency aligns with broader industry trends emphasizing value-added solutions and cost management in healthcare. The addition of a relative TSR component to executive compensation, benchmarked against the S&P Healthcare Equipment Index, indicates a commitment to competitive performance within its peer group.

Comparison to Industry Standards

The company's non-GAAP EPS growth of 11.1% for the 2023-2025 PSU cycle exceeded the maximum target of 11%, indicating strong performance relative to internal goals and suggesting competitive execution within its sector.
The inclusion of a relative Total Shareholder Return (TSR) component for executive compensation, measured against the S&P Healthcare Equipment Index, directly benchmarks the company's performance against a peer group that includes companies such as Agilent Technologies, Illumina, Align Technology, Masimo Corporation, ResMed Inc., Revvity, Inc., Charles River Laboratories International, Inc., STERIS plc, DENTSPLY SIRONA Inc., Teleflex Incorporated, DexCom, Inc., Waters Corporation, Edwards Lifesciences Corporation, Zimmer Biomet Holdings, Inc., and Hologic, Inc.
The company's reported market share gains in contact lenses and fertility, despite weakness in the US fertility market, demonstrate competitive strength and effective strategy execution compared to industry dynamics.

Management Changes

Role	Previous Person	New Person	Effective Date	Reason
Director	William A. Kozy		March 2025	Retired as a director effective on the date of the 2025 Annual Meeting.
Director		Barbara A. Carbone	May 1, 2025	Appointed to the Board.
General Counsel and Secretary		Daniel G. McBride	October 2025	Assumed additional roles.
Director		Walter M Rosebrough, Jr.	January 3, 2026	Appointed to the Board pursuant to a letter agreement with Browning West, LP.

Corporate Governance

Change Type	Description	Effective Date	Impact Assessment
Board Composition and Independence	All Board members are independent, except the CEO. All committee members are independent. Directors stand for re-election annually with a majority voting standard. Bylaws include standard proxy access provisions.	Ongoing	Enhances independence, accountability, and shareholder representation, aligning with best practices in corporate governance.
Risk Oversight Framework	The Board oversees risk management directly and through its committees. An Enterprise Risk Management (ERM) program, led by a Risk Leadership Committee (RLC) and supported by a Global Risk Committee, is in place. The Audit Committee specifically oversees information security programs and receives quarterly cybersecurity updates.	Ongoing	Strengthens comprehensive risk identification, mitigation, and oversight across the organization, including emerging areas like AI governance and cybersecurity, contributing to business resilience.
Director Service Limits	Directors are not permitted to serve on more than three other public company boards. Active executive officers of the company or any other public company may not serve on more than one other public company board in addition to the company's Board.	Ongoing	Ensures directors have sufficient time and focus to dedicate to their responsibilities to the company, preventing overboarding and enhancing engagement.
Related Party Transactions Policy	The Audit Committee reviews and approves (or ratifies) all related party transactions requiring SEC disclosure, with certain pre-approved exceptions such as executive compensation approved by the Organization & Compensation Committee and pro rata common stock benefits.	Ongoing	Strengthens controls and transparency around potential conflicts of interest, safeguarding shareholder value and maintaining ethical standards.
Executive Compensation Program Design	For fiscal 2026, long-term incentive awards will include a performance-based stock unit tied to three-year relative Total Shareholder Return (TSR) against the S&P Healthcare Equipment Index. Additionally, all Named Executive Officers will transition to corporate financial objectives, moving away from segment-specific goals for some.	Beginning fiscal 2026	Further aligns executive incentives with long-term shareholder value creation and overall company performance, enhancing the pay-for-performance rigor and fostering a unified corporate strategy.
Stock Ownership Guidelines	The required ownership level for the CEO was increased from 5x to 6x base salary. For C-Level executives and Division Presidents, it increased from 2x to 3x base salary. A 5-year time horizon for compliance was introduced, and the value of unvested, unexercised stock options was removed from the definition of ownership.	Fiscal 2025 (changes approved)	Strengthens the alignment between executive and stockholder interests, encouraging a long-term perspective on company performance and value creation.
Compensation Recovery (Clawback) Policy	The Clawback Policy was amended in October 2023 to comply with Nasdaq listing standards, allowing for the recovery of incentive-based compensation in the event of an accounting restatement due to material non-compliance with financial reporting requirements.	October 2023	Reinforces accountability for financial reporting accuracy and discourages misconduct, enhancing investor confidence and corporate integrity.

Related Party Transactions

No related party transactions requiring disclosure were identified during the 2025 fiscal year.

Stakeholder Impact

Shareholders are positively impacted by strong financial performance, increased free cash flow targets, an expanded share repurchase program, and executive compensation aligned with shareholder returns.
Employees are impacted by organizational restructuring activities, which included some redundant personnel costs, but also benefit from 'OneCooper' initiatives aimed at improving efficiencies and leveraging talent across the business. They also receive benefits from the 401(k) plan and Retirement Income Plan.
Customers are expected to benefit from minimal disruption during restructuring, resolved supply chain challenges, launched new products, and enhanced distribution capabilities, suggesting improved service and product availability.
Creditors may view the improved cash flow and commitment to debt reduction positively, enhancing the company's creditworthiness.

Next Steps

Hold the Annual Meeting of Stockholders on April 7, 2026, to elect nine directors, ratify KPMG LLP as the independent auditor, and approve NEO compensation.
Continue actively repurchasing shares in fiscal 2026 under the expanded $2 billion buyback program.
Accelerate top-line growth in fiscal 2026.
Improve profitability in fiscal 2026.
Increase cash generation in fiscal 2026.
Continue returning capital to shareholders in fiscal 2026.
Implement new long-term incentive awards for fiscal 2026, including a relative Total Shareholder Return (TSR) component.
Realize annual pre-tax savings of approximately $50 million from reorganization efforts, beginning in fiscal 2026.

Key Dates

Date	Description
1983-12-01	Retirement Income Plan (RIP) adopted.
1989-01-01	Service prior to this date had different RIP benefit accrual.
1996-01-01	Robert S. Weiss became Director.
1998-01-01	Barbara A. Carbone began serving on the board of directors and as chair of the audit committee of the Women's Business Enterprise National Council (until 2019).
2000-01-01	Holly R. Sheffield began her tenure at Credit Suisse (until 2009).
2000-01-01	Teresa S. Madden served as Corporate Controller & Interim Chief Financial Officer at Rogue Wave Software (until 2003).
2000-01-01	Brian G. Andrews was at ING Barings (until 2001).
2002-01-01	Brian G. Andrews was at KeyBanc Capital Markets (until 2006).
2003-01-01	Teresa S. Madden served as VP of Finance for Customer & Field Operations at Xcel Energy (until 2004).
2004-01-01	Teresa S. Madden served as VP, Controller & Principal Accounting Officer at Xcel Energy (until 2011).
2005-02-01	Daniel G. McBride served as Senior Counsel (until November 2007).
2005-01-01	Cynthia L. Lucchese served as SVP and Chief Financial Officer of Thoratec (until 2007).
2005-01-01	Cynthia L. Lucchese held various senior financial roles at Guidant Corporation (until 2014).
2005-01-01	Robert S. Weiss served as Chief Operating Officer (until 2007).
2006-01-01	Albert G. White III served as VP and Treasurer (until 2012).
2006-04-01	Brian G. Andrews served as Assistant Treasurer (until December 2012).
2006-07-01	Daniel G. McBride served as Vice President (until October 2013).
2007-01-01	Robert S. Weiss served as Chief Executive Officer (until 2018).
2007-01-01	Robert S. Weiss served as President of CooperVision (until 2008).
2007-01-01	Lawrence E. Kurzius served as President of EMEA for McCormick (until 2008).
2007-11-01	Daniel G. McBride served as General Counsel (until January 2014).
2007-01-01	Albert G. White III served as VP, Investor Relations (until 2013).
2008-01-01	Robert S. Weiss became President.
2008-01-01	Lawrence E. Kurzius served as President of the international business for McCormick (until 2013).
2008-01-01	Barbara A. Carbone served on the board of trustees of the Exploratorium (until 2023).
2008-01-01	Cynthia L. Lucchese served as SVP and Chief Financial Officer of Hillenbrand (until 2014).
2008-01-01	Lawrence E. Kurzius became a member of the board of Elanco Animal Health Inc. (until 2024).
2009-01-01	Holly R. Sheffield was Managing Director, Global Head of Medical Technology at UBS Securities LLC (until May 2018).
2010-01-01	Colleen E. Jay served as President of the Global Female Beauty division for P&G (until 2012).
2011-01-01	Albert G. White III served as Chief Strategy Officer (until 2023).
2011-07-01	Daniel G. McBride served as Chief Risk Officer (until October 2013).
2011-01-01	Teresa S. Madden served as EVP and Chief Financial Officer of Xcel Energy, Inc. (until 2016).
2012-01-01	Colleen E. Jay led P&G's multi-billion-dollar Global Retail Hair Care and Color division (until 2015).
2012-05-01	Gerard H. Warner III served in various Vice President and Senior Vice President positions with CooperVision (through April 2015).
2013-01-01	Brian G. Andrews became Treasurer.
2013-01-01	Lawrence E. Kurzius served as President of McCormick's global consumer business (until 2016).
2013-01-01	Lawrence E. Kurzius served as Chief Administrative Officer for McCormick (until 2015).
2013-11-01	Daniel G. McBride became Executive Vice President and Chief Operating Officer.
2014-02-01	Daniel G. McBride served as President of CooperVision (through February 2022).
2014-01-01	Cynthia L. Lucchese served on the board of Intersect ENT (until 2022).
2014-01-01	Cynthia L. Lucchese was Chief Administrative Officer and Chief Financial Officer for Penske Entertainment Corp (until 2020).
2014-11-01	Brian G. Andrews became Vice President.
2015-01-01	Albert G. White III led the Company's women's healthcare business and served as CEO of Cooper Medical Inc. (until May 2018).
2015-01-01	Colleen E. Jay led P&G's Global Beauty Specialty Business (until October 2017).
2015-05-01	Gerard H. Warner III served as President, Americas for CooperVision (through March 2019).
2015-01-01	Lawrence E. Kurzius served as President of McCormick (until 2022).
2016-01-01	Colleen E. Jay became Director.
2016-01-01	Lawrence E. Kurzius served as Chief Executive Officer of McCormick (until 2023).
2016-11-01	Albert G. White III served as Chief Financial Officer (until May 2018).
2017-01-01	Teresa S. Madden served as a director for Peabody Energy Corporation (until 2020).
2017-06-01	Brian G. Andrews served as Vice President, Global Logistics and Service for CooperSurgical (until May 2018).
2017-01-01	Lawrence E. Kurzius served as Chairman of the Board of McCormick (until 2023).
2018-05-01	Albert G. White III became President & Chief Executive Officer and a member of the Board. Brian G. Andrews became Senior Vice President, Chief Financial Officer and Treasurer.
2018-06-01	Holly R. Sheffield served as Executive Vice President & Chief Strategy Officer (until July 2020).
2019-04-01	Gerard H. Warner III served as Executive Vice President, Americas & Global Commercial Functions of CooperVision (through January 2022).
2019-01-01	Cynthia L. Lucchese served on the board of Inari Medical (until 2025).
2019-01-01	Maria Rivas, M.D. served as Chief Medical Officer and SVP for the healthcare business of Merck KGaA (until 2022).
2020-07-01	Holly R. Sheffield became President of CooperSurgical.
2020-08-01	Barbara A. Carbone served as board chair, audit committee chair and member of the compensation and workforce committee at TrueCar, Inc. (until 2026).
2020-12-01	Brian G. Andrews became Executive Vice President.
2020-01-01	Teresa S. Madden became Director.
2021-01-01	CooperVision acquired all remaining equity interest of SightGlass Vision.
2021-01-01	Maria Rivas, M.D. became Director.
2021-01-01	Barbara A. Carbone served on the board of directors of DZS, Inc. (until 2025).
2021-01-01	Cynthia L. Lucchese served on the Board of Trustees for Indiana University (until 2025).
2022-02-01	Gerard H. Warner III became President, CooperVision.
2022-01-01	Cynthia L. Lucchese became Director.
2022-01-01	Maria Rivas, M.D. served as Global Chief Medical Officer and Head of Evidence Generation for Pfizer, Inc. (until 2025).
2022-01-01	Cynthia L. Lucchese served on the board of Relievant Medsystems, Inc. (until 2023).
2023-01-01	Lawrence E. Kurzius became Director.
2023-01-01	Lawrence E. Kurzius served as Executive Chairman of McCormick (until 2024).
2023-10-01	Clawback Policy amended to comply with Nasdaq listing standards.
2024-01-01	Lawrence E. Kurzius became Chairman of the Board of Elanco Animal Health Inc.
2024-02-13	The Vanguard Group, Inc. filed Schedule 13G/A regarding ownership as of December 29, 2023.
2024-02-16	4-for-1 stock split effected.
2024-12-10	Grant date for 2025 Incentive Payment Plan (IPP) and equity awards.
2025-03-31	BlackRock, Inc. ownership as of this date.
2025-04-01	Annual equity grants to non-employee directors.
2025-04-17	BlackRock, Inc. filed Schedule 13G/A.
2025-05-01	Barbara A. Carbone joined the Board.
2025-05-01	Corporate Sustainability Report released.
2025-07-01	Lawrence E. Kurzius became a member of the board of Lamb Weston.
2025-09-01	Board expanded the share repurchase program by $1 billion.
2025-10-01	Daniel G. McBride assumed additional roles as General Counsel and Secretary.
2025-10-31	Fiscal year end. All NEOs were in compliance with applicable stock ownership guidelines.
2025-11-13	Capital World Investors filed Schedule 13G regarding ownership as of September 30, 2025.
2025-12-09	Organization & Compensation Committee certified 2023 PSU achievement at 200%.
2025-12-22	Letter agreement between the Company and Browning West, LP regarding Mr. Rosebrough's appointment to the Board.
2026-01-03	Walter M Rosebrough, Jr. joined the Board.
2026-01-08	First vesting date for some RSUs granted in fiscal 2025.
2026-01-15	Record Date for securities held by insiders.
2026-01-30	End of five trading days for 2023 PSU cash settlement calculation.
2026-02-01	Executive officers information as of this date.
2026-02-06	Cash payment for 2023 PSUs made.
2026-02-09	Record Date for the Annual Meeting of Stockholders.
2026-02-24	Proxy statement and Annual Report on Form 10-K for the fiscal year ended October 31, 2025, first mailed or made available. Dated date of the proxy statement.
2026-04-07	Annual Meeting of Stockholders (8:00 a.m. Pacific Time).
2026-09-27	Earliest date for Director Nominations under Bylaws Article II, Section 16 for the 2027 Annual Meeting.
2026-10-27	Deadline for Rule 14a-8 proposals and Director Nominations under Bylaws Article II, Section 16 for the 2027 Annual Meeting.
2026-10-31	Fiscal year ending.
2026-12-08	Earliest date for Proposals and Director Nominations Submitted Under Other Bylaws Provisions for the 2027 Annual Meeting.
2027-01-07	Deadline for Proposals and Director Nominations Submitted Under Other Bylaws Provisions for the 2027 Annual Meeting.
2027-02-06	Deadline for Rule 14a-19 proposals for the 2027 Annual Meeting.
2027-04-07	Expected date for the 2027 Annual Meeting of Stockholders.
2027-10-31	2025 PSU performance period ends.
2028-10-31	Long-term free cash flow target of $2.2+ billion through fiscal 2028.

Recommendation

strong buy

The company demonstrated robust financial performance in fiscal 2025, exceeding earnings and free cash flow expectations, and significantly increased its long-term free cash flow target. Strategic operational improvements, including successful restructuring and integration, are expected to yield substantial annual cost savings. The expanded $2 billion share repurchase program signals strong management confidence and commitment to shareholder returns. With clear priorities for fiscal 2026 focused on accelerating growth, improving profitability, and increasing cash generation, coupled with a leading market position in resilient industries, the stock presents a compelling 'strong buy' opportunity for long-term investors.

Keywords

Medical Devices, Contact Lenses, Fertility, Women's Health, SEC Filing, Proxy Statement, Corporate Governance, Financial Performance, Share Repurchase, Earnings, Free Cash Flow, CooperVision, CooperSurgical, Sustainability, Executive Compensation, Risk Management, Organizational Transformation

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