Board Justification

Our Compensation Committee considers compensation for comparable positions in the market, the historical compensation levels of our executives, individual performance as compared to our expectations and objectives, our desire to motivate our employees to achieve short- and long-term results that are in the best interests of our stockholders and a long-term commitment to our company.

Board Justification

Each of our executive officers is eligible to receive performance bonus under our annual incentive compensation program. Under our 2024 annual incentive compensation program, each of our NEOs was eligible to receive a cash incentive payment equal to (1) his target incentive, as a percentage of annual base salary, multiplied by (2) the percentage achievement of certain 2024 corporate goals established by our Compensation Committee in its sole discretion, and approved by our Board, subject to the NEO remaining employed by us through the payment date. Mr. Masoud’s target incentive was set at 60% of his annual base salary. The corporate goals used for purposes of the 2024 annual incentive compensation program included revenue, EBITDA, and targets related to product development, manufacturing and engineering, corporate development, employee retention, and partnership licensing. Our Compensation Committee determined that the percentage achievement of the applicable corporate goals was 110% for each of the NEOs.

Board Justification

For 2024, consists of matching contributions under our 401(k) plan paid by us during 2024 and, for 2024, tax reimbursements received by each NEO relating to a Company-wide gift program available to all Company employees that the NEOs participated in through the first quarter of 2024.

Board Justification

N/A