DEF 14A: Doximity, Inc. Invites Stockholders to 2024 Annual Meeting
Proxy Statement
Doximity, Inc. announces its Annual Meeting of Stockholders for fiscal year 2024, to be held virtually on August 29, 2024, to elect directors, ratify the appointment of the independent auditor, and approve executive compensation.
Summary
- Doximity, Inc. will hold its Annual Meeting of Stockholders virtually on August 29, 2024, at 9:00 a.m. Pacific Time.
- Stockholders of record as of July 5, 2024, are entitled to vote on the proposals.
- The meeting will address the election of two Class III directors, ratification of Deloitte & Touche LLP as the independent auditor for the year ending March 31, 2025, and an advisory vote on executive compensation.
- The board recommends voting 'FOR' the director nominees, the ratification of Deloitte & Touche LLP, and the Say-on-Pay Proposal.
- The proxy statement and annual report are available online, and stockholders can vote online, by telephone, or by mail until August 28, 2024.
- As of the record date, there were 125,132,035 shares of Class A common stock and 60,496,570 shares of Class B common stock outstanding.
Sentiment
Score: 7
Explanation: The document is neutral in tone, providing necessary information for stockholders. The positive aspects of the company's governance and compensation practices contribute to a slightly positive sentiment.
Positives
- The board recommends voting 'FOR' all proposals, indicating confidence in the nominees and the company's direction.
- The company has implemented a Clawback Policy, enhancing accountability for executive officers.
- The company is committed to environmental sustainability, including reducing its carbon footprint through remote work and telemedicine.
- The company is focused on diversity, equity, inclusion, and belonging (DEIB) efforts, promoting a more equitable world within and beyond the office walls.
- The company is increasing non-employee director compensation to better align with market practices.
Risks
- The limitation of liability and indemnification provisions may discourage stockholders from bringing lawsuits against directors and executive officers.
- The company acknowledges that the CEO Pay Ratio may not be comparable to other companies due to differing methodologies and compensation practices.
Future Outlook
The company expects that the specific direction, emphasis, and elements of its executive compensation program will continue to evolve as it gains experience as a public company.
Industry Context
The document does not provide specific details on how this announcement relates to broader industry trends or competitors, but it does mention that the company operates in a highly competitive market for talent.
Comparison to Industry Standards
- The Compensation Committee reviews market data for each executive officer's position, compiled by Aon, to ensure competitive compensation.
- The peer group companies used for the fiscal year ended March 31, 2024 were selected in October 2022, with the following parameters: approximately 80% of peers in the application software industry and approximately 20% of peers in the healthcare technology industry with a focus on high-growth companies where possible; Revenue: $150 Million to $1 Billion; Market Capitalization: $2 Billion to $18 Billion; preference for an initial public offering within the last 5 years; Headcount: 300 to 3,000 employees
- Based on these criteria, Aon recommended and our Compensation Committee approved the following twenty-one member peer group for fiscal year 2024 compensation decisions: Alteryx, Inc., Dynatrace, Inc., American Well Corporation, Elastic N.V., AppFolio, Inc., GoodRx, Inc., Asana, Inc., Guardant Health, Inc., Avalara, Inc., nCino, Inc., Bill.com, LLC, PagerDuty, Inc., C3.ai, Inc., Phreesia, Inc., Certara, Inc., Procore Technologies, Inc., Confluent, Inc., Samsara Inc., Coupa Software Inc., Smartsheet Inc., Duck Creek Technologies LLC
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| SVP, Commercial Operations | NA | Craig Overpeck | May 2023 | New hire |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Clawback Policy | Adoption of a Clawback Policy applicable to all current and former executive officers. | October 26, 2023 | Enhances accountability for executive officers. |
| Director Compensation | Increases to the non-employee director compensation policy, effective for fiscal year 2025. | May 2024 | Better aligns director compensation with market practices. |
Stakeholder Impact
- Stockholders are provided with the opportunity to vote on key company matters.
- Employees are subject to a code of conduct and various compensation policies.
- The company's commitment to ESG matters benefits members, employees, partners, and the planet.
Next Steps
- Stockholders are encouraged to vote on the proposals before the deadlines.
- The company will announce the results of the Annual Meeting.
Key Dates
| Date | Description |
|---|---|
| April 1, 2023 | Start of fiscal year 2024 |
| May 1, 2023 | Jeff Tangney's base salary increased to $300,000 |
| May 16, 2023 | Craig Overpeck hired as SVP, Commercial Operations |
| August 28, 2024 | Deadline to submit votes online or by telephone |
| August 29, 2024 | Annual Meeting of Stockholders |
| March 31, 2025 | End of fiscal year 2025 |
Keywords
Annual Meeting, Proxy Statement, Directors, Executive Compensation, Deloitte & Touche LLP, Stockholders, Corporate Governance, Doximity
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