Masimo CEO Ousted from the Board

Investors have many questions about the future of the company after shareholders elected Politan Capital Management's nominees to the board.

Amanda Pedersen

September 20, 2024

3 Min Read
Graphic featuring an image of Masimo CEO Joe Kiani at a podium with the company logo in the background and headshots of newly elected board members.
Masimo shareholders elected Darlene Solomon and William "Bill" Jellison to the board, ousting the company's founder and CEO, Joe Kiani, Thursday.Graphic designed by Amanda Pedersen; Credits for images used in graphic: Image of Masimo CEO Joe Kiani by MANJUNATH KIRAN/AFP via Getty Images; headshots of Darlene Solomon and Bill Jellison courtesy of Politan Capital Management

Joe Kiani founded Masimo in 1989, growing the company from a literal garage startup into a public patient monitoring company that posted $2 billion in revenue last year. Now, Kiani's position as CEO at the Irvine, CA-based company is in jeopardy, and he has been ousted from the board.

After a long and litigious proxy war, Masimo shareholders elected both of New York, NY-based Politan Capital Management’s nominees. This is the second proxy battle Politan has won against Masimo in as many years. Last year shareholders elected Michelle Brennan and Quentin Koffey. This year’s vote puts Darlene Solomon and William Jellison on Masimo’s board. Politan is a 9% shareholder of Masimo.

Solomon, Jellison, Brennan, and Koffey issued a joint statement about the outcome of the vote, but it does little to answer the many questions undoubtedly on stakeholders’ minds.

“While each of us is independent and brings our own unique perspectives, we are united in our enthusiasm for Masimo’s future as a leading, innovation-focused growth company,” the activist-nominated board members said. “We look forward to meeting with, learning from, and working together with the healthcare and consumer employees to make Masimo an even greater company. We would also like customers to know that we will be completely focused on preventing any disruption to their service and support. We will have more to share soon.”

Masimo investors have many questions

As Politan now has four of six board seats and Kiani has been ousted from the board of his own company, investors have many questions about what happens now. Marie Thibault, a medtech analyst at BTIG, shared several such questions in a report this morning:

  1. What does the outcome mean for Kiani’s role as CEO and what does it mean for Kinai’s role as CEO and what does it mean for other leadership roles at the company? In recent months, Kiani and the company’s COO, Bilal Muhsin, have both said they would resign if Politan won control of Masimo’s board. The company has also indicated via a joint letter that nearly 300 employees might follow suit. MD+DI found that at least a few (and likely more) of those employees felt pressured into signing their name to that letter.

  2. On what timeline can we get more clarity about the potential consumer business separation and any potential strategic review? In March, Masimo revealed plans to separate from its controversial consumer business. The company said it would consider options such as a spinoff of the consumer business in the form of new stock issued to existing shareholders as a dividend or the sale of at least a majority stake in the consumer business to a third party.

  3. Will the joint venture negotiations continue, and will other potential separation opportunities be sought? In July, A potential joint venture partner was reportedly prepared to offer $850 million to $950 million for Masimo’s consumer business on a cash and debt-free basis.

  4. Will Kiani sell his shares of Masimo?

  5. What impact, if any, will potential leadership changes have on the day-to-day operations of Masimo’s healthcare business?

Thibault wrote in her report Friday morning that the activist’s focus on a separation of the consumer business and improving profit margins are in line with BTIG’s “buy” thesis on Masimo’s stock. Previously, the analyst has noted that the firm’s “buy” thesis on Masimo is predicated on “Looking past this summer’s noise and focusing on a business that is returning to consistent beats-and-raises, generating cash, and improving margins.”

“Seeing [Masimo] achieve consistency in commercial execution and communicating detailed plans and timelines will be key to maintaining our positive outlook,” Thibault wrote. “Over the coming months, we think a resolution on the corporate governance issues that led to this proxy vote and calmer seas could allow some investors to take another look at the [Masimo] story.”

About the Author

Amanda Pedersen

Amanda Pedersen is a veteran journalist and award-winning columnist with a passion for helping medical device professionals connect the dots between the medtech news of the day and the bigger picture. She has been covering the medtech industry since 2006.

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