DEF 14A of 3D Systems Corp, Apr 8, 2026

DEF 14A of 3D Systems Corp

Filed Apr 8, 2026 · FY20250001193125-26-146294

Open on EDGAR

  1. NOMINATION AND ELECTION OF DIRECTORS

    NOMINATION AND ELECTION OF DIRECTORS Each of our nine director nominees is a current 3D Systems director, and, if elected, each of the director nominees will serve for a one-year term expiring at the Annual Meeting to be held in 2027. For the reasons described in more detail below under “Results of 2025 Remediation Efforts; Rationale for Recommendation,” the Board of Directors believes election of each of the nominees listed below — including the election of Ms. Drayton and the other current members of the Audit Committee — is in the best interests of the Company and its stockholders, and unanimously recommends that you vote FOR each of the nominees listed below.

  2. NOMINATION OF MR. ERICKSON

    NOMINATION OF MR. ERICKSON Our Corporate Governance Guidelines provide that no person shall be eligible to stand for election or re-election to the Board if such person shall have reached the age of 75, provided that the Board, in its sole discretion, may make exceptions to this policy as it deems necessary or advisable. In considering the potential nomination of Mr. Erickson, who has reached the age of 75, our CCGS Committee and Board considered the positive impact of the valuable experience he has developed over time, including his insight into the Company’s business, strategy and operations, and the potential adverse impact of Mr. Erickson’s departure from the Board on Board continuity and ongoing projects. Our CCGS Committee and the Board also considered Mr. Erickson’s extensive qualifications and expertise, his independence, and his past contributions to our Board and its Committees. Based on the foregoing and the recommendation of the CCGS Committee, the Board determined it is necessary and advisable to nominate Mr. Erickson to stand for re-election to the Board to serve for an additional year. If any nominee becomes unavailable for any reason or if a vacancy should occur before the election, the holders of proxies may vote the shares represented by such duly executed proxies in favor of such other person as they may determine. Alternatively, in lieu of designating a substitute, the Board may reduce the number of directors.

  3. NOMINATION OF MR. ERICKSON

    | | The Board of Directors unanimously recommends that you vote FOR each of the nominees listed below. |

  4. NOMINATION OF MR. ERICKSON

    | | 2026 PROXY STATEMENT | 3 |

  5. NOMINATION OF MR. ERICKSON

    | Malissia R. Clinton Age: 57 Director Since: 2019 Board Committees: • Compliance, Corporate Governance and Sustainability | Position, Principal Occupation and Professional Experience: Ms. Clinton has served as Executive Vice President and General Counsel of Meritage Homes Corporation, the fifth-largest public homebuilder in the United States, since April 2022 and previously served as Senior Vice President, General Counsel and Secretary at The Aerospace Corporation, a nonprofit corporation that provides technical guidance and advice on all aspects of space missions, from 2009 through March 2022. She worked at Northrop Grumman from 2002 to 2009, including as Senior Counsel for Special Projects beginning in 2007. Prior to joining Northrop Grumman, Ms. Clinton worked at TRW Space Technology, a division of TRW, Inc., as Counsel in its Telecommunication Programs and Avionic Systems division. She began her career as an Associate at Tuttle & Taylor. Director Qualifications: The CCGS Committee believes that Ms. Clinton’s strong experience in compliance matters and aerospace, a key vertical for the Company, provide clear support for her nomination for election to the Board. | | | | Other Current Public Directorships: None. | Prior Public Company Directorships (within the last five years): Progyny, Inc. | | | Other Directorships: Arizona State University Foundation and Pacaso. | |

  6. NOMINATION OF MR. ERICKSON

    | Claudia N. Drayton Age: 58 Director Since: 2021 Board Committees: • Audit • Compensation | Position, Principal Occupation and Professional Experience: Ms. Drayton served as the Chief Financial Officer of Quantum-Si, a life sciences tools company commercializing a unique protein sequencing platform, from April 2021 to June 2023. Previously, she served as Chief Financial Officer at CHF Solutions (now Nuwellis, Inc.), an early-stage medical device company, from January 2015 to April 2021. Prior to joining CHF Solutions, Ms. Drayton spent 15 years with Medtronic plc. Before joining Medtronic, Ms. Drayton was an audit and business advisory manager at Arthur Andersen LLP. Ms. Drayton is National Association of Corporate Directors (NACD) Directorship Certified. Director Qualifications: The CCGS Committee believes that Ms. Drayton’s extensive experience in key areas of healthcare and biotechnology as well as financial leadership in both public accounting and biotech companies provide clear support for her nomination for election to the Board. For additional information concerning Ms. Drayton’s nomination, see “Nomination and Election of Directors—2025 Annual Meeting Voting Results and Related Board Determination” and “—Results of 2025 Remediation Efforts; Rationale for Recommendation” beginning on page 1 above. | | | | Other Current Public Directorships: Brookdale Senior Living Inc. | Prior Public Company Directorships (within the last five years): None. |

  7. NOMINATION OF MR. ERICKSON

    | 4 | | 2026 PROXY STATEMENT |

  8. NOMINATION OF MR. ERICKSON

    | Thomas W. Erickson Age: 75 Director Since: 2015 Board Committees: • Audit • Compensation | Position, Principal Occupation and Professional Experience: Mr. Erickson has been President and Chief Executive Officer of ECG Ventures, Inc., an investment firm, since 1988 and Chair of the Board of Dermatologists of Central States, LLC (DOCS) since 2022. Mr. Erickson has previously served as Chair and Interim President and Chief Executive Officer of National Medical Health Card Systems, Inc.; Chair of the Board of PathWays, Inc.; Chair of the Board of TransHealthcare, Inc.; Chair and Interim Chief Executive Officer of LifeCare Holdings, Inc.; Interim President and Chief Executive Officer of Luminex Corporation; Chair of the Board of Inmar, Inc.; Chair of the Board and Interim President and Chief Executive Officer of Western Dental Services, Inc.; and Interim President and Chief Executive Officer of Omega Healthcare Investors, Inc. Mr. Erickson was also co-founder, President and Chief Executive Officer of CareSelect Group, Inc. Director Qualifications: The CCGS Committee believes that Mr. Erickson’s extensive executive management and operational experience, particularly in the healthcare industry, provide clear support for his nomination for election to the Board. For additional information concerning Mr. Erickson’s nomination, see “Nomination and Election of Directors—Nomination of Mr. Erickson” on page 3 above. | | | | Other Current Public Directorships: None. Prior Public Company Directorships (within the last five years): American Renal Associates Holdings, Inc. and Luminex Corporation. | Other Directorships, Trusteeships and Memberships: Dermatologists of Central States, LLC, MGA Home Care, LLC, MW Industries, LP and Pearl Street Dental Management, LLC. |

  9. NOMINATION OF MR. ERICKSON

    | Jeffrey A. Graves Age: 64 Director Since: 2020 | Position, Principal Occupation and Professional Experience: Dr. Graves has served as the Company’s President and Chief Executive Officer since May 2020. From 2012 to May 2020, he was CEO, President and Director of MTS Systems Corporation, a global supplier of test, simulation, and measurement systems. From 2005 until 2012, he served as President and CEO of C&D Technologies, Inc. Dr. Graves also held leadership roles with Kemet Corporation as Chief Operating Officer from 2001 to 2003 and CEO from 2003 to 2005. Previously he held several leadership and technical roles with GE, Rockwell, and Howmet Corporation. Director Qualifications: The CCGS Committee believes Dr. Graves’s extensive executive management, corporate strategy and international operational experience provides clear support for his nomination for election to the Board. Additionally, Dr. Graves has significant knowledge of the Company and the competitive environment in which it operates. | | | | Other Current Public Directorships: Integra Lifesciences Holdings Corporation. | Prior Public Company Directorships (within the last five years): Hexcel Corporation and FARO Technologies. |

  10. NOMINATION OF MR. ERICKSON

    | | 2026 PROXY STATEMENT | 5 |

  11. NOMINATION OF MR. ERICKSON

    | Jim D. Kever Age: 73 Director Since: 1996 Board Committees: • Compensation | Position, Principal Occupation and Professional Experience: Mr. Kever has been a Principal of Voyent Partners, LLC, a venture capital firm, since 2001. He previously served as President and Co-Chief Executive Officer of the Transaction Services Division of WebMD Corporation (formerly Envoy Corporation) from 1995 to 2001. Prior to 1995 he served as Envoy Corporation’s Executive Vice President, Secretary and General Counsel. Director Qualifications: The CCGS Committee believes Mr. Kever’s wide experience in operations, finance and executive management provides clear support for his nomination for election to the Board. | | | | Other Current Public Directorships: None. | Prior Public Company Directorships (within the last five years): Luminex Corporation. Other Directorships, Trusteeships and Memberships: Relevance Ventures and Concert Health. |

  12. NOMINATION OF MR. ERICKSON

    | Charles G. McClure, Jr. Age: 72 Director Since: 2017 Chair Since: 2018 Board Committees: • Technology Applications | Position, Principal Occupation and Professional Experience: Mr. McClure has served as a Managing Partner of Michigan Capital Advisors, a private investment firm, since 2014 and has more than 35 years of experience in the transportation industry. Prior to founding Michigan Capital Advisors, Mr. McClure served as Chair of the Board, Chief Executive Officer and President of Meritor, Inc. from 2004 through 2013. From 2002 through 2004, Mr. McClure served as Chief Executive Officer, President and a member of the Board of Federal Mogul Corp. Mr. McClure joined Federal Mogul in 2001 as President, Chief Operating Officer and a member of the Board. Before joining Federal Mogul, Mr. McClure served as President, Chief Executive Officer and a member of the Board of Detroit Diesel. He joined Detroit Diesel in 1997 after 14 years in a variety of management positions with Johnson Controls. Director Qualifications: The CCGS Committee believes Mr. McClure’s broad experience in operations and executive management and significant expertise in the automotive industry, a key vertical for the Company, provide clear support for his nomination for election to the Board. | | | | Other Current Public Directorships: DTE Energy Company and Crane Company. Prior Public Company Directorships (within the last five years): None. | Other Directorships, Trusteeships and Memberships: Henry Ford Health Systems, Invest Detroit, Penske Corp and Detroit Regional Partnership. |

  13. NOMINATION OF MR. ERICKSON

    | 6 | | 2026 PROXY STATEMENT |

  14. NOMINATION OF MR. ERICKSON

    | Kevin S. Moore Age: 71 Director Since: 1999 Board Committees: • Audit • Compensation | Position, Principal Occupation and Professional Experience: Mr. Moore has been with The Clark Estates, Inc., a private investment firm and a major company stockholder, for more than 30 years, where he is Vice Chairman and Director. Director Qualifications: The CCGS Committee believes Mr. Moore’s wide experience in operations, finance and executive management, and as the Vice Chairman and Director of a major stockholder, brings perspective on strategy and growth for the benefit of our stockholders and provides clear support for his nomination for election to our Board. | | | | Other Current Public Directorships: None. Prior Public Company Directorships (within the last five years): None. | Other Directorships, Trusteeships and Memberships: Aspect Holdings, LLC, The Clark Foundation, The National Baseball Hall of Fame & Museum, Inc., Bassett Healthcare Network and Bassett Medical Center, Fenimore Farm and Country Village, Leatherstocking Corporation, and Templeton Foundation |

  15. NOMINATION OF MR. ERICKSON

    | Vasant Padmanabhan Age: 59 Director Since: 2020 Board Committees: • Compliance, Corporate Governance and Sustainability • Technology Applications | Position, Principal Occupation and Professional Experience: Dr. Padmanabhan has served as President, Global Ear, Nose & Throat Business Unit, President Global Research & Development and as a member of the Executive Committee for Smith+Nephew, a global medical devices business operating in the markets for advanced surgical devices, since August 2016. Prior to joining Smith+Nephew, Dr. Padmanabhan served as Senior Vice President for Thoratec Corporation from June 2014 until its acquisition by St. Jude Medical, Inc. in October 2015. Prior to joining Thoratec, Dr. Padmanabhan served in several roles of increasing responsibility for 18 years with Medtronic plc in their Cardiac Rhythm Management business, including as Vice President of Product Development for the Implantable Defibrillator Business and as Vice President of Connected Care R&D and Operations. Director Qualifications: The CCGS Committee believes Dr. Padmanabhan’s specialized expertise in the healthcare industry, new product development and business development provides clear support for his nomination for election to the Board. | | | | Other Current Public Directorships: None. Prior Public Company Directorships (within the last five years): None. | Other Directorships, Trusteeships and Memberships: Trice Medical |

  16. NOMINATION OF MR. ERICKSON

    | | 2026 PROXY STATEMENT | 7 |

  17. NOMINATION OF MR. ERICKSON

    | John J. Tracy Age: 71 Director Since: 2017 Board Committees: • Compliance, Corporate Governance and Sustainability • Technology Applications | Position, Principal Occupation and Professional Experience: Dr. Tracy retired from The Boeing Company in 2016 as its Chief Technology Officer and Senior Vice President, Engineering, Operations, and Technology with more than 37 years of aerospace-industry experience. Prior to that he served as Vice President, Engineering and Mission Assurance for Boeing Integrated Defense Systems and Vice President Structural Technologies, Prototyping and Quality of Phantom Works at The Boeing Company, after serving in roles of increasing responsibility at Hercules, McDonnell Douglas and The Boeing Company. Dr. Tracy is a member of the National Academy of Engineering. Director Qualifications: The CCGS Committee believes Dr. Tracy’s strong leadership experience and specialized expertise in aerospace engineering and manufacturing, structure and materials provide clear support for his nomination for election to the Board. | | | | Other Current Public Directorships: None. | Prior Public Company Directorships (within the last five years): None. |

  18. NOMINATION OF MR. ERICKSON

    | 8 | | 2026 PROXY STATEMENT |

  19. DIRECTOR INDEPENDENCE

    DIRECTOR INDEPENDENCE Eight of the nine director nominees are “independent” directors. Under the corporate governance standards of the NYSE, at least a majority of our directors and all of the members of the Audit Committee, Compensation Committee, and CCGS Committee must be “independent” directors. The corporate governance standards of the NYSE provide that to qualify as an “independent” director, in addition to satisfying certain bright-line criteria, the Board must affirmatively determine that a director has no material relationship with us (either directly or as a partner, stockholder, or officer of an organization that has a relationship with the Company). The Board has affirmatively determined that director nominees Malissia R. Clinton, Claudia N. Drayton, Thomas W. Erickson, Jim D. Kever, Charles G. McClure, Jr., Kevin S. Moore, Vasant Padmanabhan, and John J. Tracy satisfy the bright-line criteria of the corporate governance standards of the NYSE and that they have no material relationships with us. In making its determination, the Board and the CCGS Committee reviewed the following relationships:

  20. DIRECTOR INDEPENDENCE

    | • | Dr. Graves, our Chief Executive Officer (“CEO”), is an executive officer of the Company and, as such, is not an independent director. |

  21. DIRECTOR INDEPENDENCE

    | • | Dr. Padmanabhan is an executive officer of Smith+Nephew, a customer of the Company that purchased software and on-demand services in each of 2023, 2024, and 2025. The transactions had an aggregate value of less than $1 million in each year and were negotiated in arm’s length transactions under terms similar to those offered in other third-party transactions. Based on a review of the facts and circumstances of the transactions, the Board determined (based on the recommendation of the CCGS Committee) that Dr. Padmanabhan had no direct or indirect material interest in the transactions. |

  22. RELATED PARTY TRANSACTION POLICY AND PROCEDURES

    | • | director compensation arrangements where such arrangement has been approved by the CCGS Committee and the Board; |

  23. DIRECTOR COMPENSATION

    DIRECTOR COMPENSATION We use a combination of cash and equity-based compensation to attract and retain qualified candidates to serve on our Board of Directors. In setting director compensation, we consider the significant amount of time that our directors expend in fulfilling their duties, the skill level required by us of members of our Board, and the overall level and mix of compensation compared to industry- and size-relevant peers by referencing data compiled by the Compensation Committee’s independent compensation consultant.

  24. Director Compensation for 2025

    Director Compensation for 2025 The following table sets forth information concerning all compensation of each of our non-employee directors for their services as a director during the year ended December 31, 2025.

  25. Director Compensation for 2025

    | | Fees Earned or Paid in Cash ($) | Stock Awards(1) ($) | All Other Compensation ($) | Total ($) | | Malissia R. Clinton | 165,000 | 53,487 | — | 218,487 | | Claudia N. Drayton | 180,000 | 67,731 | — | 247,731 | | Thomas W. Erickson | 165,000 | 53,487 | — | 218,487 | | Jim D. Kever | 150,000 | 53,487 | — | 203,487 | | Charles G. McClure, Jr. | 335,000 | 53,487 | — | 388,487 | | Kevin S. Moore | 180,000 | 53,487 | — | 233,487 | | Vasant Padmanabhan | 165,000 | 53,487 | — | 218,487 | | John J. Tracy | 180,000 | 53,487 | — | 233,487 |

  26. Director Compensation for 2025

    | (1) Represents the aggregate grant date fair value of the stock awards granted in 2025 to each non-employee director computed in accordance with stock-based compensation accounting rules (Financial Accounting Standards Board (“FASB”) ASC Topic 718). The amounts in this column reflect the award of 29,069 shares of Common Stock made to each director in office as their annual equity award under the 2015 Incentive Plan on June 11, 2025, or in the case of Ms. Drayton, September 16, 2025. The value of the restricted stock awards was determined by multiplying the number of shares awarded by the closing price of our Common Stock on the date of grant ($1.84 per share on June 11, 2025 and $2.33 per share of September 16, 2025). |

  27. Director Compensation for 2025

    | | 2026 PROXY STATEMENT | 21 |

  28. Compensation Philosophy

    | • | Alignment with long-term stockholders’ interests. We believe our executives’ interests are more directly aligned with our stockholders’ interests when compensation programs emphasize an appropriate balance of short- and long-term financial performance, are impacted by our stock price performance and require meaningful ownership of our stock. |

  29. Compensation Philosophy

    | • | Achievement of financial goals and strategic objectives. We believe an effective way to create value over the long term is to make a significant portion of an executive’s overall compensation dependent on the achievement of our short- and long-term financial goals and strategic objectives and on the value of our stock. |

  30. Compensation Philosophy

    | Compensation Component | Form | Description | Period | Purpose | | | | Base Salary | Cash | The only fixed element of total compensation | One-Year | Provide a competitive fixed rate of pay relative to similar positions in the market Enable the Company to attract and retain critical executive talent | | | | Short-Term Incentives | Cash or Stock Awards | Annual award tied to the achievement of Company financial goals | One-Year | Focus NEOs on achieving progressively more challenging short-term performance goals that align with the Company’s annual operating plan and result in long-term value creation | | | | Long-Term Incentives | Performance Share Units (“PSUs”) (50%) | Equity- denominated awards that vest based on attainment of performance goals | Three-year cliff vest to the extent performance goals are achieved | Rewards achievement of longer-term goals Foster alignment between longer-term stockholder value creation and financial rewards | | | | | Restricted Stock Awards (50%) | Equity- denominated awards that vest based on service | Vest in equal installments over three- years | Fosters retention and ownership culture | | |

  31. Chief Executive Officer Reported Target Compensation vs. Realized + Realizable Compensation

    | Compensation Component | Target Total Direct Compensation | Realized Compensation | Realizable Compensation | | Salary | As reported in each year’s Summary Compensation Table. | As reported in each year’s Summary Compensation Table. | — | | Short-Term Incentives | Targeted amount, as reported under “Estimated Future Payouts Under Non-Equity Incentive Plan Awards” in each year’s Grant of Plan-Based Awards Table. | Amounts actually paid, as reported in the “Non-Equity Incentive Plan Compensation” column in each year’s Summary Compensation Table. | — | | Long-Term Incentives | The grant date fair value of awards, as reported in each year’s Summary Compensation Table. | For Restricted Stock Awards granted in 2023, 2024 or 2025 that have vested as of 12/31/25, the number of shares vested multiplied by the closing price of our stock on the date of vesting. | For Restricted Stock Awards granted in 2023, 2024 or 2025 that have not vested as of 12/31/25, the number of shares that have not yet vested multiplied by the closing price of our stock on 12/31/25 ($1.77). For PSUs granted in 2023, 2024 or 2025 that have not vested as of 12/31/25, the number of shares that would be earned if performance- based criteria were assessed as of 12/31/25 multiplied by our closing price on 12/31/25 ($1.77). Based on that assessment, none of these PSUs would have been earned. |

  32. Key Compensation Actions in 2025

    | • | Approved a one-time restricted stock award of shares of the Company’s common stock with a value of $800,000 for Ms. Nordstrom in August 2025, which will vest ratably over three years on each anniversary of the date of grant, subject to her continued employment, in connection with the expansion of her responsibilities in assuming the additional role of Interim Chief Financial Officer. |

  33. Key Compensation Actions in 2025

    | • | Reviewed the 2025 Annual Bonus Program percentage of base salary targets for our NEOs, maintaining the target percentages from 2024 for all NEOs. |

  34. Key Compensation Actions in 2025

    | • | Approved Annual Bonus Program metrics for 2025, weighting funding of the bonus program pool 50% towards revenue achievement and 50% towards adjusted EBITDA achievement for all NEOs. |

  35. Key Compensation Actions in 2025

    | • | Awarded no bonus payout to any NEO under the 2025 Annual Bonus Program based on the Company’s 2025 performance against established revenue and adjusted EBITDA metrics. |

  36. Key Compensation Actions in 2025

    | • | Approved Long-Term Incentive (“LTI”) compensation, comprising restricted stock awards (50% weighting) and performance share unit awards (50% weighting) to provide strong links to long-term stockholder value creation and promote alignment with investors. |

  37. Compensation Consultant

    Compensation Consultant For 2025, the Compensation Committee directly engaged Meridian Compensation Partners, LLC (“Meridian”) and considered its guidance in the establishment of the 2025 executive compensation program. Meridian provided no services to the Company other than to the Compensation Committee. Based on its consideration of the various factors set forth in the rules promulgated by the SEC and the NYSE, the Compensation Committee has determined that the work performed by Meridian did not raise any conflict-of-interest concerns.

  38. Compensation Peer Group

    Compensation Peer Group In October 2024, Meridian assisted the Compensation Committee in developing a peer group to serve as a market reference for establishing and evaluating the 2025 compensation programs for our NEOs. This 2025 peer group was composed of 16 publicly traded, industry-specific companies. These companies were selected after considering:

  39. Compensation Peer Group

    | • | quantitative criteria, including revenue size and growth, margins, market capitalization, headcount and R&D expenditures; |

  40. Compensation Peer Group

    | • | qualitative criteria, including service and product offerings and end markets served; and |

  41. Compensation Peer Group

    | • | likely competitors for executive talent. |

  42. Compensation Peer Group

    In reviewing potential peers, the Committee noted that the additive manufacturing sector is a unique space with a relatively small number of similar competitors. In addition, the uniqueness of our industry-specific application expertise for advanced industrial and healthcare applications yields an even smaller pool of experienced human capital among additive manufacturing companies. As a result, we compete to attract and retain talent among that group regardless of revenue and market capitalization.

  43. Compensation Peer Group

    | 32 | | 2026 PROXY STATEMENT |

  44. Compensation Peer Group

    Relative to the 2024 peer group, the Committee opted to remove Altair Engineering and Novanta, the two largest prior peers with respect to market capitalization. The Committee also removed Desktop Metal due to declining revenue and market capitalization, and Avid Technology following its acquisition by Symphony Technology Group. The Committee added three new peers that were each smaller than the 2024 peer group median size with respect to both revenue and market capitalization: (1) FARO Technologies, a provider of 3D measurement, imaging and realization solutions, (2) Kornit Digital, a provider of digital printing solutions for the textiles sector and (3) Xometry, providing an online marketplace for 3D printing and Computer Numerical Control manufacturing. Our 2024 peer group and 2025 peer group are depicted in the table below, along with our own positioning relative to peers with respect to trailing twelve months revenue and one-year average market cap at time of selection:

  45. Compensation Peer Group

    | Trailing Twelve Months Revenue in Millions | | | | | | | | 1-Year Average Market Cap in Millions | | | | | | | | | 2024 Peer Group | | | | 2025 Peer Group | | | | 2024 Peer Group | | | | 2025 Peer Group | | | | | | Peer | Value | Percent Rank | | Peer | Value | Percent Rank | | Peer | Value | Percent Rank | | Peer | Value | Percent Rank | | | CONMED | $1,276 | 100% | | CONMED | $1,276 | 100% | - | Altair Engineering | $8,053 | 100% | | AeroVironment | $5,579 | 100% | | | LivaNova | $1,210 | 94% | | LivaNova | $1,210 | 94% | - | Novanta | $6,336 | 94% | | ESCO Technologies | $3,307 | 94% | | | ESCO Technologies | $1,001 | 88% | | ESCO Technologies | $1,001 | 88% | | AeroVironment | $5,579 | 88% | | LivaNova | $2,852 | 88% | | - | Novanta | $900 | 81% | | Rogers | $861 | 81% | | ESCO Technologies | $3,307 | 81% | | Tandem Diabetes Care | $2,779 | 81% | | | Rogers | $861 | 75% | | Mercury Systems | $835 | 75% | | LivaNova | $2,852 | 75% | | CONMED | $2,305 | 75% | | | Mercury Systems | $835 | 69% | | Varex Imaging | $833 | 69% | | Tandem Diabetes Care | $2,779 | 69% | | Mercury Systems | $2,231 | 69% | | | Varex Imaging | $833 | 63% | | Tandem Diabetes Care | $796 | 63% | | CONMED | $2,305 | 63% | | Rogers | $2,050 | 63% | | | Tandem Diabetes Care | $796 | 56% | | AeroVironment | $754 | 56% | | Mercury Systems | $2,231 | 56% | + | Kornit Digital | $1,258 | 56% | | | AeroVironment | $754 | 50% | | Stratasys | $601 | 50% | | Rogers | $2,050 | 50% | + | Xometry | $926 | 50% | | - | Altair Engineering | $627 | 44% | | Proto Labs | $509 | 44% | | Proto Labs | $740 | 44% | | Proto Labs | $740 | 44% | | | Stratasys | $601 | 38% | + | Xometry | $502 | 38% | | Stratasys | $579 | 38% | | Stratasys | $579 | 38% | | | Proto Labs | $509 | 31% | | 3D Systems | $455 | 31% | | nLIGHT | $521 | 31% | | nLIGHT | $521 | 31% | | | 3D Systems | $455 | 25% | + | FARO Technologies | $352 | 25% | | Varex Imaging | $487 | 25% | | Varex Imaging | $487 | 25% | | | Vishay Precision Group | $334 | 19% | | Vishay Precision Group | $334 | 19% | | 3D Systems | $386 | 19% | | 3D Systems | $386 | 19% | | | AngioDynamics | $304 | 13% | | AngioDynamics | $304 | 13% | | Vishay Precision Group | $338 | 13% | + | FARO Technologies | $372 | 13% | | | nLIGHT | $198 | 6% | + | Kornit Digital | $208 | 6% | | AngioDynamics | $311 | 6% | | Vishay Precision Group | $338 | 6% | | - | Desktop Metal | $175 | 0% | | nLIGHT | $198 | 0% | - | Desktop Metal | $156 | 0% | | AngioDynamics | $311 | 0% | | - | Avid Technology | n/a | n/a | | | | | - | Avid Technology | n/a | n/a | | | | |

  46. Compensation Peer Group

    | Notes: | | Data source: S&P Capitallq | | “-” = removed | | “+” = added | | “n/a”= Not available; Avid Technology taken private by Symphony Technology Group in November 2023 |

  47. Compensation Peer Group

    The Compensation Committee uses peer group data as a reference point (if available for a comparable position) and/or other compensation market data, including surveys such as the Radford Global Compensation Database. Relative to compensation market data, the Compensation Committee targets each element of executive compensation generally near the 50th percentile. Variation in competitive positioning for an executive will occur based on various factors including experience, the scope and complexity of the executive’s position relative to what is typical in the market, tenure, and other contributions.

  48. DETERMINING EXECUTIVE COMPENSATION

    | • | to determine the amount of any annual incentive compensation to be awarded to each NEO for the preceding calendar year; |

  49. ELEMENTS OF EXECUTIVE COMPENSATION

    | • | when earned, incentive awards under our Annual Bonus Program; and |

  50. ELEMENTS OF EXECUTIVE COMPENSATION

    | • | when earned, long-term equity compensation under our 2015 Incentive Plan. |

  51. ELEMENTS OF EXECUTIVE COMPENSATION

    Initial base salary and target annual bonus award levels and initial equity awards for new executives are negotiated with the individual during the search process and include consideration of prior compensation history, outstanding incentive awards that the new executive must forfeit in order to join the Company, and benchmarking information and recommendations provided by the independent compensation consultant. In reviewing annual base salaries, target annual bonus awards, and annual long-term equity compensation targets, the Compensation Committee reviews each executive’s compensation history with the Company (including prior equity awards or grants), benchmarking information and recommendations provided by the independent compensation consultant, and internal parity. The Compensation Committee is guided by its own judgment and those sources of information (including, when deemed appropriate, compensation surveys) that the Compensation Committee considers relevant and the recommendations of its independent compensation consultant. The Compensation Committee believes that the prudent use of judgement in determining compensation will generally be in our best interests and those of our stockholders. Accordingly, the Compensation Committee does not rely exclusively upon fixed formulas, and, from time to time in exercising its judgement, the Compensation Committee may approve changes in compensation that it considers to be appropriate to reward performance or otherwise to provide incentives toward achieving our objectives. The Compensation Committee seeks to strike a balance that it considers to be appropriate in its discretion between fixed elements of compensation, such as base salaries, and variable performance-based elements represented by annual bonus awards and long-term equity compensation. As a general matter, the Compensation Committee believes that our NEOs should have at least one-third of their annual cash compensation opportunity at risk under variable performance-based elements of our incentive compensation program, including our Annual Bonus Program. The charts below illustrate the relative weighting of our NEO compensation components at target in 2025. Dr. Graves’ compensation is displayed for “Components of CEO Compensation,” and the average of our other NEOs is displayed for “Components of Other NEO Compensation.”

  52. ELEMENTS OF EXECUTIVE COMPENSATION

    | • | Target Annual Bonus represents target opportunities for each NEO under the 2025 Annual Bonus Program. See “2025 Annual Bonus Program” for further details. |

  53. ELEMENTS OF EXECUTIVE COMPENSATION

    | • | Performance Stock Units represents 50% of the 2025 LTI Award at Target and may be earned based on TSR performance over a three- year performance period. |

  54. ELEMENTS OF EXECUTIVE COMPENSATION

    | • | Restricted Stock Awards represents 50% of the 2025 LTI Award, which vest ratably over three years. |

  55. Annual Bonus Program

    Annual Bonus Program Our Annual Bonus Program is designed to motivate our executives, including our NEOs, to achieve defined financial performance targets that can be measured and evaluated on an annual basis.

  56. Annual Bonus Program

    | 36 | | 2026 PROXY STATEMENT |

  57. Annual Bonus Program

    This program is adopted annually and designed with our strategic objectives in mind. Under the Annual Bonus Program, 100% of our plan payouts for each NEO are tied to the achievement of pre-determined corporate financial objectives established during the Company’s annual financial planning process. Annual bonus awards are not guaranteed and are not awarded unless the pre-determined corporate financial objectives are achieved at pre-defined levels. Even if the pre-determined corporate financial objectives are achieved, our Compensation Committee retains discretion to reduce the funding of the Annual Bonus Program pool on a Company-wide basis or for any individual participant’s award. As an overriding condition, a failure to perform in accordance with our Code of Conduct or Code of Ethics may serve as a basis for a participant in this program not to receive a bonus payout. We consider this aspect of our Annual Bonus Program to be consistent with sound principles of corporate governance. As part of its goal-setting process, the Compensation Committee establishes current-year target incentive awards for each NEO with the following principles in mind:

  58. Annual Bonus Program

    | • | Targets are used to determine the amount of any annual bonus that our NEOs can expect to receive if we achieve our financial objectives for the year in question. In setting these target bonus awards, the Compensation Committee considers each NEO’s level of responsibility, competitive market data and, for NEOs other than our CEO, the recommendations of our CEO. |

  59. Annual Bonus Program

    | • | Target bonus awards are set at levels that are designed to link a substantial portion of each NEO’s total annual compensation opportunity to attaining the corporate objectives. Although generally higher, the Compensation Committee aims for at least one-third of each NEO’s annual cash compensation opportunity to be at risk. See “Grants of Plan-Based Awards in 2025” for a summary of target bonus awards for the NEOs applicable to 2025. |

  60. Annual Bonus Program

    | • | No minimum incentive awards are guaranteed to NEOs. The pool for the Annual Bonus Program is not funded unless the Company achieves certain pre-determined financial objectives. |

  61. Annual Bonus Program

    | • | Base target amounts represent the bonus awards that could be awarded assuming achievement of 100% of the pre-determined financial objectives. |

  62. Annual Bonus Program

    | • | Maximum amounts represent the maximum amount that may generally be awarded to each NEO under the program for the year in question. Maximum annual incentive awards were capped at 150% of the target annual bonus awards for each of our NEOs during 2025. |

  63. Annual Bonus Program

    Financial objectives are determined based upon our annual business plan for the year. This business plan is developed by management and approved by the Board of Directors. The Compensation Committee maintains the ability to adjust performance objectives for extraordinary items and other items as it deems appropriate based on pre-approved guidelines set by the Compensation Committee. With respect to financial measures, 100% of the portion of the NEO’s bonus related to each financial measure would generally be deemed to have been earned if the target for that financial measure is fully achieved. 2025 Annual Bonus Program Consistent with its compensation philosophy, in February 2025, the Compensation Committee approved an annual bonus program for 2025 (the “2025 Annual Bonus Program”). The 2025 target bonus awards for each NEO were set at 60% of his or her 2025 base salary, except for Dr. Graves, whose 2025 target incentive award was set at 100% of his 2025 base salary. The 2025 threshold and maximum annual bonus award payout levels for all NEOs were set at 50% and 150%, respectively, of the target annual bonus award. The Compensation Committee approved the following performance objectives, selected to reflect the Company’s focus on top-line revenue growth and alignment with investor focus and strategic business plan priorities, for the funding of the 2025 Annual Bonus Program:

  64. Annual Bonus Program

    | • | 50% of the funding of the 2025 Annual Bonus Program was based on actual achievement relative to our annual revenue budget; |

  65. Annual Bonus Program

    | • | 50% of the funding of the 2025 Annual Bonus Program was based on actual achievement relative to our annual budgeted level of adjusted EBITDA. |

  66. Annual Bonus Program

    | | 2026 PROXY STATEMENT | 37 |

  67. Annual Bonus Program

    Adjusted EBITDA is a non-GAAP measure defined as net income, plus income tax (provision)/benefit, interest and other income/(expense), net, stock-based compensation expense, amortization of intangibles, depreciation expense and other non-recurring and/or non-cash items. Revenue and adjusted EBITDA objectives are independent of each other and could be earned irrespective of achievement of the other objective. The Compensation Committee established threshold, target and maximum performance goals for each of these financial measures under the 2025 Annual Bonus Program in May 2025. Our target performance for each of these financial measures for 2025 was consistent with the Company’s consolidated budget approved by the Board. The table below sets forth the specific financial performance goals and related payout factors established by the Compensation Committee under the 2025 Annual Bonus Program.

  68. Annual Bonus Program

    | Achievement Levels | Performance Goals for 2025(1) | Payout Factor (% of Target Bonus)(2) | Performance Goals for 2025(1) | Payout Factor (% of Target Bonus)(2) | | | Revenue ($) | | Adjusted EBITDA ($) | | | Maximum | ≥ 502.0 | 150% | ≥ (15.4) | 150% | | Target | 436.5 | 100% | (18.1) | 100% | | Threshold | 414.7 | 50% | < (18.1) | 0% | | Below Threshold | < 414.7 | 0% | | |

  69. Annual Bonus Program

    | (1) All performance goals are expressed in millions. |

  70. Annual Bonus Program

    | (2) Payouts for performance between the stated achievement are calculated using linear interpolation. |

  71. Annual Bonus Program

    Our performance under the 2025 Annual Bonus Program fell below threshold for both revenue and adjusted EBITDA. Therefore, the Compensation Committee determined no payout should be made to any NEO under the 2025 Annual Bonus Program.

  72. Annual Bonus Program

    | Performance Goal | Performance Achieved ($) | Payout Factor | Weighting | | Payout Earned (% of Target Bonus) | | | | | | CEO | Other NEOs | CEO | Other NEOs | | Revenue | 386.9 million | 0% | 50% | 50% | 0% | 0% | | Adjusted EBITDA | (45.4) million | 0% | 50% | 50% | 0% | 0% | | Total | | | | | 0% | 0% |

  73. Long-Term Equity Compensation

    Long-Term Equity Compensation Our long-term equity compensation program is designed to attract, retain and motivate our executives, including our NEOs, and to align their interests with those of our stockholders and the Company’s long-term strategic objectives. Our equity program is a key component in our strategy to hire and retain top talent in a highly competitive environment. The Compensation Committee administers our 2015 Incentive Plan. Under that plan, the Compensation Committee is authorized to grant restricted stock awards, restricted stock units (“RSUs”), stock options, stock appreciation rights and other awards that are provided for under the 2015 Incentive Plan to our employees, officers, directors, consultants and advisors and the employees, officers, directors, consultants and advisors of our subsidiaries and affiliates, as the Compensation Committee determines to be eligible for awards. Awards granted to a participant are based upon a number of factors, including the recipient’s position, salary and performance, as well as our overall corporate performance. The 2015 Incentive Plan is intended to provide an effective method of motivating performance from key employees, including our NEOs, and for creating an alignment of interests in participants with the interests of our stockholders. Awards are made under the 2015 Incentive Plan as long-term incentive compensation to NEOs and other key employees when the Compensation Committee believes such awards are appropriate. The Compensation Committee makes awards to promote retention and reward and motivate long-term performance.

  74. Long-Term Equity Compensation

    | 38 | | 2026 PROXY STATEMENT |

  75. Long-Term Incentive Components

    Long-Term Incentive Components The Compensation Committee divides long-term equity grants for executives equally between restricted stock awards with time-based vesting conditions and PSUs with performance-based conditions. Time based awards are used to drive retention of executive talent, while PSUs also drive alignment of executive realized compensation with long-term stockholder value. The PSUs typically are granted in the second quarter of the performance year upon completion of the budgeting process to support the selection of appropriate performance targets. PSU awards can only be earned by the NEOs upon our achievement of pre-determined levels of financial performance.

  76. Long-Term Equity Features

    Long-Term Equity Features Restricted stock awards and PSU awards issued pursuant to the 2015 Incentive Plan remain subject to forfeiture until the vesting of such awards pursuant to the terms of the applicable award. Shares of restricted stock and PSUs issued pursuant to the 2015 Incentive Plan may not be sold, transferred, or encumbered by the employee before they vest or are earned, as applicable. The compensation associated with these awards is expensed by the Company over the vesting period. The shares covered by restricted stock awards are considered outstanding upon issuance following the acceptance of each award for the purpose of calculating diluted earnings per common share, and holders of shares issued pursuant to restricted stock awards are entitled to vote such shares and to receive any dividends declared in respect of our Common Stock upon vesting of the award shares unless the holder is granted dividend equivalent rights. Dividend equivalent rights entitle the holder of an RSU or PSU to an amount equal to the dividends declared on the underlying shares during the vesting period, payable to the holder if and when the award vests. Shares covered by PSUs are not considered outstanding until vested except for the purpose of calculating diluted earnings per common share. The holders of PSUs are not entitled to vote shares or receive any dividends declared with respect to the shares covered by such awards.

  77. 2025 Long-Term Incentive Awards

    2025 Long-Term Incentive Awards In April 2025, the Compensation Committee made LTI awards of restricted stock and PSUs under the 2015 Incentive Plan to executives, including the NEOs, to reflect the contributions that those individuals have made to our operations and financial condition, to provide motivation toward achieving our future strategic objectives and to further align the interests of those individuals with our stockholders. In determining 2025 LTI target award amounts, the Compensation Committee considered corporate performance, competitive market data for each individual, the level of the individual’s responsibility, prior compensation and the retentive impact of that compensation and individual contributions to the Company. The values below are the target long-term equity compensation amounts approved by the Compensation Committee for each of our NEOs, which are then converted into a specified number of shares of restricted stock and target PSUs using an approved formula based on stock price. For the accounting grant date fair value of such awards, see the “Summary Compensation Table” on page 46.

  78. 2025 Long-Term Incentive Awards

    | Name | 2025 LTI Award at Target(1) ($) | Awards in Shares | | | | | Performance Stock Units (50% weighting) ($2.07 conversion price(2)) | Restricted Stock Awards (50% weighting) ($2.07 conversion price(3)) | | Dr. Jeffrey A. Graves | 1,026,443 | 247,933 | 247,933 | | Jeffrey Creech | 310,500 | 75,000 | 75,000 | | Reji Puthenveetil | 414,000 | 100,000 | 100,000 | | Phyllis Nordstrom | 351,900 | 85,000 | 85,000 | | Joseph Zuiker | 289,800 | 70,000 | 70,000 | | Charles Hull | 134,550 | 32,500 | 32,500 |

  79. 2025 Long-Term Incentive Awards

    | (1) See “2025 Long-Term Incentive Awards” for further details on these 2025 LTI awards. |

  80. 2025 Long-Term Incentive Awards

    | (2) Conversion price of $2.07 represents the Fair Market Value of our Common Stock on grant date of April 1, 2025. |

  81. 2025 Long-Term Incentive Awards

    | (3) Conversion price of $2.07 represents the Fair Market Value of our Common Stock on grant date of April 1, 2025. |

  82. 2025 Long-Term Incentive Awards

    | | 2026 PROXY STATEMENT | 39 |

  83. 2025 Long-Term Incentive Awards

    Restricted stock awards vest ratably over three years on each anniversary of the date of grant, subject to continued employment. The PSUs only vest if both performance and service-based criteria are met. For the 2025 PSUs, the Compensation Committee selected Absolute TSR (“aTSR”) instead of Relative TSR (“rTSR”) as the performance standard, after considering the relative scarcity of direct competitors in the U.S. Such scarcity could introduce greater-than-intended volatility in performance outcomes and risk payout windfalls or deficits that may not be appropriately tied to underlying financial and operational performance or the experience of our stockholders. This change in the PSU measurement standard was in response to stockholder feedback and the Compensation Committee’s desire to establish high stock appreciation targets. Specifically, the 2025 PSUs have three separate tranches, with weighting and aTSR measurement dates as indicated in the following table:

  84. 2025 Long-Term Incentive Awards

    | Tranche Number (also years of measurement) | Portion of Target PSUs in Tranche | Applicable Measurement Date | | 1 | 33% | March 31, 2026 | | 2 | 33% | March 31, 2027 | | 3 | 34% | March 31, 2028 |

  85. 2025 Long-Term Incentive Awards

    For each tranche, aTSR is calculated as: Annualized Stock Price Growth = (Simple Return + 1) (1 / Tranche Number) - 1 For purposes of this calculation:

  86. 2025 Long-Term Incentive Awards

    | • | “Beginning Stock Price” is $2.67 (the average closing price of our Common Stock over the 20 consecutive trading days through March 31, 2025). |

  87. 2025 Long-Term Incentive Awards

    | • | “Ending Stock Price” means the average closing price of our Common Stock over the 20 consecutive trading days through the applicable Measurement Date), adjusted if necessary to reflect the cumulative effect of the reinvestment of dividends as of their respective ex-dividend dates. |

  88. 2025 Long-Term Incentive Awards

    “Simple Return” is calculated by subtracting the Beginning Stock Price from the Ending Stock Price on the applicable Measurement Date, and then dividing the result by the Beginning Stock Price. On each Measurement Date, the applicable (and not previously adjusted) Tranche of the Award Units will be adjusted for performance between 0% and 200% based on the Annualized Stock Price Growth of the Company’s Common Stock by multiplying the number of Award Units in such Tranche by the Performance Adjustment corresponding to the Annualized Stock Price Growth as follows:

  89. 2025 Long-Term Incentive Awards

    | Achievement | Annualized Stock Price Growth | Performance Adjustment | | Below Threshold | Less than 20% | 0% of Tranche awarded | | Threshold | 20% | 50% of Tranche awarded | | Target | 35% | 100% of Tranche awarded | | Maximum | 50% or more | 200% of Tranche Awarded |

  90. 2025 Long-Term Incentive Awards

    Results in Annualized Stock Price Growth between “Threshold” and “Target”, and between “Target” and “Maximum” shall be interpolated on a straight-line basis, with the Performance Adjustment rounded to the nearest whole percentage point. The performance-adjusted PSUs (if any) will vest on April 1, 2028. This three-year cliff vest feature promotes retention and alignment with our stockholders past the Measurement Dates for Tranches 1 and 2.

  91. Employment Agreements and Other Agreements with NEOs

    Employment Agreements and Other Agreements with NEOs The Company entered into employment agreements with each of our NEOs. Each of these agreements was determined based on negotiations with the applicable NEO and took into account his or her background and qualifications and the nature of his or her position.

  92. Employment Agreements and Other Agreements with NEOs

    | 40 | | 2026 PROXY STATEMENT |

  93. Employment Agreements and Other Agreements with NEOs

    Our employment agreements with each of Dr. Graves, Messrs. Creech, Puthenveetil, Zuiker, and Hull and Ms. Nordstrom provide for an initial two-year employment term that automatically extends for additional one-year periods unless terminated by the NEO or the Company upon at least 30 days’ prior written notice of intention not to renew. The agreements may also be terminated by the Company or the NEO for other reasons and, subject to the conditions set forth in the employment agreements, provide for certain payments and benefits in connection with certain termination events or a change of control as described under “Potential Benefits upon Termination or Change of Control” beginning on page 50.

  94. Dr. Jeffrey A. Graves

    | • | a restricted stock award for shares of Common Stock with a value of $2,000,000 that vested 20%, 40%, and 40% on December 31, 2020, December 31, 2021, and December 31, 2023, respectively, and |

  95. Dr. Jeffrey A. Graves

    | • | a long-term equity grant with a value of $2,500,000 equally divided between a time-based restricted stock award that vested in three equal annual installments on each of the first, second, and third anniversaries of May 26, 2020, the date of grant, and a PSU award, which could have been earned during the three-year period ending on May 26, 2023 based on the achievement at threshold (25%), target (50%), and maximum (75%) TSR, which would have earned 50%, 100%, and 150% of the PSU, respectively, subject to his continued employment. |

  96. Jeffrey Creech

    | • | a time-based restricted stock award for shares of Common Stock with a value of $500,000 that was scheduled to vest in three equal annual installments on each of the first, second and third anniversaries of December 13, 2023, the date of grant, subject to his continued employment. Upon Mr. Creech’s resignation from the Company on September 12, 2025, he forfeited the remaining unvested time-based restricted stock award. |

  97. Reji Puthenveetil

    | • | a long-term equity grant with a value of $1,000,000 equally divided between a time-based restricted stock award, that vested in three equal annual installments on each of the first, second and third anniversaries of October 1, 2020, and a PSU award, which could have been earned during the three-year period ending on October 1, 2023 based on the achievement at threshold (25%), target (50%), and maximum (75%) TSR, which would have earned 50%, 100%, and 150% of the PSU, respectively, and |

  98. Reji Puthenveetil

    | • | a 2021 long-term equity award for shares of Common Stock with a value equal to $1,000,000, equally divided between time-based restricted stock and PSU, issued pursuant to the service and performance criteria set by the Compensation Committee as part of its 2021 executive compensation program. |

  99. Phyllis Nordstrom

    | • | a time-based restricted stock award for shares of Common Stock with a value of $500,000 that vested in three equal annual installments on each of the first, second and third anniversaries of August 30, 2021, the date of grant, subject to her continued employment; and |

  100. Phyllis Nordstrom

    | • | a time-based restricted stock award for shares of Common Stock with a value of $100,000 which vested on the first anniversary of August 30, 2021, the date of grant. |

  101. Joseph Zuiker

    | • | a time-based restricted stock award for shares of Common Stock with a value of $500,000 that vested in three equal annual installments on each of the first, second and third anniversaries of December 12, 2022, the date of grant, subject to his continued employment. |

  102. Change of Control Severance Policy

    Change of Control Severance Policy On February 22, 2018, the Compensation Committee adopted the Company’s Change of Control Severance Policy (the “COC Severance Policy”). The COC Severance Policy is intended to provide eligible officers with reasonable financial security in their employment and position with the Company without distraction from uncertainties regarding their employment created by the possibility of a potential or actual change of control. The COC Severance Policy applies to our CEO and all Executive Vice Presidents and Senior Vice Presidents, which includes all our NEOs. For a more detailed discussion of the benefits payable to our NEOs under the COC Severance Policy, see “Potential Benefits upon Termination or Change of Control” beginning on page 50.

  103. PRACTICES RELATED TO THE GRANT OF CERTAIN EQUITY AWARDS

    PRACTICES RELATED TO THE GRANT OF CERTAIN EQUITY AWARDS We do not currently grant new awards of stock options, stock appreciation rights or similar option-like instruments. Accordingly, the Company has no specific policy or practice on the timing of awards of such options in relation to the disclosure of material nonpublic information by the Company.

  104. SUMMARY COMPENSATION TABLE

    SUMMARY COMPENSATION TABLE The following table presents information regarding the compensation of each of the NEOs for services rendered during 2025, 2024, and 2023.

  105. SUMMARY COMPENSATION TABLE

    | Name and Principal Position(1) | Year | Salary(2) ($) | Bonus(3) ($) | Stock Awards(4) ($) | Non-Equity Incentive Plan Compensation ($) | All Other Compensation(5) ($) | Total ($) | | Jeffrey Graves President and Chief Executive Officer | 2025 | 849,800 | — | 629,750 | — | 8,400 | 1,487,950 | | | 2024 | 849,800 | — | 1,252,062 | — | 24,894 | 2,126,756 | | | 2023 | 849,800 | — | 5,268,229 | — | 417,601 | 6,535,630 | | Phyllis Nordstrom(6) Executive Vice President, Interim Chief Financial Officer and Chief Administrative Officer | 2025 | 545,414 | — | 1,094,655 | — | 8,400 | 1,648,469 | | | 2024 | 475,000 | — | 417,352 | — | 11,362 | 903,714 | | | 2023 | 428,731 | — | 1,386,371 | — | 281,638 | 2,096,740 | | Jeffrey Creech(7) Former Executive Vice President and Chief Financial Officer | 2025 | 314,500 | — | 190,500 | — | 8,435 | 513,435 | | | 2024 | 425,000 | — | 417,352 | — | 2,515 | 844,867 | | | 2023 | 13,077 | — | 589,956 | — | — | 603,033 | | Reji Puthenveetil Executive Vice President - Additive Solutions and Chief Commercial Officer | 2025 | 532,500 | — | 254,000 | — | 43,550 | 830,050 | | | 2024 | 525,500 | — | 500,824 | — | 37,577 | 1,063,401 | | | 2023 | 412,000 | — | 1,872,604 | — | 28,512 | 2,313,116 | | Joseph Zuiker Executive Vice President - Operations & Engineering | 2025 | 435,750 | — | 177,800 | — | 25,418 | 638,968 | | | 2024 | 415,000 | — | 333,881 | — | 16,958 | 765,839 | | Charles Hull Executive Vice President - Chief Technology Officer | 2025 | 440,000 | — | 82,550 | — | 4,962 | 527,512 |

  106. SUMMARY COMPENSATION TABLE

    | (1) This column includes the name and principal position of each NEO during the fiscal year-ended December 31, 2025. |

  107. SUMMARY COMPENSATION TABLE

    | (2) The amounts in the salary column represent the salary paid to each NEO with respect to each year during which he or she was a NEO. |

  108. SUMMARY COMPENSATION TABLE

    | (3) No bonuses were awarded to our NEOs in 2025. |

  109. SUMMARY COMPENSATION TABLE

    | (4) The amounts reported in this column for 2025 represent the aggregate grant date fair value computed in accordance with ASC Topic 718 of restricted stock awards and PSU awards. The value of restricted stock awards is determined by multiplying the number of shares awarded by the closing price of our Common Stock on the date of grant. The value of the PSU awards, which have a market-based performance metric and a three-year performance period, was determined using a Monte Carlo simulation technique under the option pricing method assuming target performance. For these PSUs, achievement of the highest level of performance conditions would result in the NEOs receiving 200% of the target amounts. These amounts are: Dr. Graves, $1,026,443; Mr. Creech, $310,500; Mr. Puthenveetil, $414,000; Ms. Nordstrom, $351,900; Dr. Zuiker, $289,822; and Mr. Hull $134,550. See “2025 Long-Term Incentive Awards” above. |

  110. SUMMARY COMPENSATION TABLE

    | 46 | | 2026 PROXY STATEMENT |

  111. SUMMARY COMPENSATION TABLE

    | (5) The amounts shown for 2025 in the “All Other Compensation” column are composed of the following components: |

  112. SUMMARY COMPENSATION TABLE

    | Name | 401K Match | Rent & Relocation Expenses | Rent & Relocation Expenses Tax Gross Up | Annual Executive Physical | Total All other Compensation | | Jeffrey Graves | $8,400 | $— | $— | $— | $8,400 | | Jeffrey Creech | $8,435 | $— | $— | $— | $8,435 | | Reji Puthenveetil | $9,630 | $20,242 | $9,703 | $3,975 | $43,550 | | Phyllis Nordstrom | $8,400 | $— | $— | $— | $8,400 | | Joseph Zuiker | $9,915 | $8,006 | $3,522 | $3,975 | $25,418 | | Charles Hull | $4,962 | $— | $— | $— | $4,962 |

  113. SUMMARY COMPENSATION TABLE

    | Mr. Puthenveetil’s rent expenses relate to the reimbursement of lease payments for an apartment near the Company’s headquarters in Rock Hill, South Carolina. Dr. Zuiker’s relocation expense related to his relocation package from when he joined the Company in 2022. The Company agreed to provide a gross-up amount to each of these executives for the associated income taxes. |

  114. SUMMARY COMPENSATION TABLE

    | (6) On March 23, 2026, Ms. Nordstrom was appointed the Company’s Executive Vice President, Chief Financial Officer and Chief Administrative Officer, assuming the CFO role on a permanent basis. On August 20, 2025, Ms. Nordstrom was appointed the Company’s Interim Chief Financial Officer, in addition to her then current roles of Executive Vice President, Chief People Officer and Chief Administrative Officer. |

  115. SUMMARY COMPENSATION TABLE

    | (7) Mr. Creech resigned his role within the Company, effective August 29, 2025, to pursue other career opportunities. Mr. Creech remained employed by the Company in a non-executive role until September 12, 2025. |

  116. SUMMARY COMPENSATION TABLE

    | | 2026 PROXY STATEMENT | 47 |

  117. GRANTS OF PLAN-BASED AWARDS IN 2025

    GRANTS OF PLAN-BASED AWARDS IN 2025 The following table sets forth information with respect to plan-based awards granted in 2025. The threshold, target, and maximum amounts for the 2025 Annual Bonus Program and the PSUs represent the amounts that could be awarded assuming achievement of the pre-determined performance metric over the applicable performance period (such achievement to be certified by the Compensation Committee subsequent to the completion of the performance period). No annual bonus award payouts were earned by the NEOs with respect to 2025 Annual Bonus Program. For further details about our employment agreements with our NEOs, see “Employment Agreements and Other Agreements with NEOs.”

  118. GRANTS OF PLAN-BASED AWARDS IN 2025

    | | | | Estimated Future Payouts Under Non-Equity Incentive Plan Awards | | | Estimated Future Payments Under Equity Incentive Plan Awards(1) | | | All Other Stock Awards: Number of Shares or Units (#) | Grant Date Fair Value of Stock and Option Awards(2) ($) | | Name | Program | Grant Date | Threshold ($) | Base Target ($) | Maximum ($) | Threshold (#) | Base Target (#) | Maximum (#) | | | | Dr. Jeffrey Graves | 2025 Bonus Program | 1/22/2025 | 425,000 | 850,000 | 1,275,000 | | | | | | | | 2025 LTI RSAs | 4/1/2025 | | | | | | | 247,933 | $513,221 | | | 2025 LTI Performance Shares | 4/1/2025 | | | | 123,967 | 247,933 | 495,866 | | $84,297 | | Phyllis Nordstrom | 2025 Bonus Program | 1/22/2025 | 146,775 | 293,550 | 440,325 | | | | | | | | 2025 LTI RSAs | 4/1/2025 | | | | | | | 85,000 | $175,950 | | | 2025 LTI Performance Shares | 4/1/2025 | | | | 42,500 | 85,000 | 170,000 | | $28,900 | | Jeffrey Creech | 2025 Bonus Program | 1/22/2025 | 127,500 | 255,000 | 382,500 | | | | | | | | 2025 LTI RSAs | 4/1/2025 | | | | | | | 75,000 | $155,250 | | | 2025 LTI Performance Shares | 4/1/2025 | | | | 37,500 | 75,000 | 150,000 | | $25,500 | | Reji Puthenveetil | 2025 Bonus Program | 1/22/2025 | 159,075 | 318,150 | 477,225 | | | | | | | | 2025 LTI RSAs | 4/1/2025 | | | | | | | 100,000 | $207,000 | | | 2025 LTI Performance Shares | 4/1/2025 | | | | 50,000 | 100,000 | 200,000 | | $34,000 | | Joseph Zuiker | 2025 Bonus Program | 1/22/2025 | 130,725 | 261,450 | 392,175 | | | | | | | | 2025 LTI RSAs | 4/1/2025 | | | | | | | 70,000 | $144,900 | | | 2025 LTI Performance Shares | 4/1/2025 | | | | 35,000 | 70,000 | 140,000 | | $23,800 | | Charles Hull | 2025 Bonus Program | 1/22/2025 | 132,000 | 264,000 | 396,000 | | | | | | | | 2025 LTI RSAs | 4/1/2025 | | | | | | | 32,500 | $67,275 | | | 2025 LTI Performance Shares | 4/1/2025 | | | | 16,250 | 32,500 | 65,000 | | $11,050 |

  119. GRANTS OF PLAN-BASED AWARDS IN 2025

    | (1) The amounts in these columns represent PSUs that vest in full on or about April 1, 2028, based on achievement of TSR over a three-year performance period. |

  120. GRANTS OF PLAN-BASED AWARDS IN 2025

    | (2) The amounts included in the “Grant Date Fair Value of Stock and Option Awards” column represent the aggregate grant date fair value computed in accordance with ASC Topic 718. |

  121. GRANTS OF PLAN-BASED AWARDS IN 2025

    | 48 | | 2026 PROXY STATEMENT |

  122. OUTSTANDING EQUITY AWARDS AT YEAR-END 2025

    OUTSTANDING EQUITY AWARDS AT YEAR-END 2025 The following table presents information with respect to equity awards made to each of our NEOs that were outstanding on December 31, 2025.

  123. OUTSTANDING EQUITY AWARDS AT YEAR-END 2025

    | | | Option Awards | | | Stock Awards | | | | | Name | Grant Date | Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#) | Option Exercise Price ($) | Option Expiration Date | Number of Shares or Units of Stock That Have Not Vested (#) | Market Value of Shares or Units of Stock That Have Not Vested(1) ($) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested(1) ($) | | Jeffrey Graves | 4/3/2023 | — | — | — | — | — | 184,824(5) | $327,138 | | | 4/14/2023 | — | — | — | 63,081(2) | $111,653 | — | — | | | 9/5/2024 | — | — | — | 165,288(3) | $292,559 | — | — | | | 9/5/2024 | — | — | — | — | — | 247,933(5) | $438,841 | | | 4/1/2025 | — | — | — | 247,933(4) | $438,841 | — | — | | | 4/1/2025 | — | — | — | — | — | 247,933(5) | $438,841 | | Reji Puthenveetil | 4/3/2023 | — | — | — | — | — | 65,661(5) | $116,220 | | | 4/14/2023 | — | — | — | 22,409(2) | $39,663 | — | — | | | 9/5/2024 | — | — | — | 66,115(3) | $117,023 | — | — | | | 9/5/2024 | — | — | — | — | — | 99,173(5) | $175,536 | | | 4/1/2025 | — | — | — | 100,000(4) | $177,000 | — | — | | | 4/1/2025 | — | — | — | — | — | 100,000(5) | $177,000 | | Phyllis Nordstrom | 4/3/2023 | — | — | — | — | — | 48,638(5) | $86,089 | | | 4/14/2023 | — | — | — | 16,600(2) | $29,382 | — | — | | | 9/5/2024 | — | — | — | 55,096(3) | $97,519 | — | — | | | 9/5/2024 | — | — | — | — | — | 82,644(5) | $146,280 | | | 4/1/2025 | — | — | — | 85,000(4) | $150,450 | — | — | | | 4/1/2025 | — | — | — | — | — | 85,000(5) | $150,450 | | | 9/5/2025 | — | — | — | 414,507(4) | $733,677 | — | — | | Joe Zuiker | 4/3/2023 | — | — | — | — | — | 43,774(5) | $77,480 | | | 4/14/2023 | — | — | — | 14,940(2) | $26,443 | — | — | | | 9/5/2024 | — | — | — | 44,076(3) | $78,014 | — | — | | | 9/5/2024 | — | — | — | — | — | 66,115(5) | $117,024 | | | 4/1/2025 | — | — | — | 70,000(4) | $123,900 | — | — | | | 4/1/2025 | — | — | — | — | — | 70,000(5) | $123,900 | | Charles Hull | 4/3/2023 | — | — | — | — | — | 29,182(5) | $51,652 | | | 4/14/2023 | — | — | — | 9,960(2) | $17,629 | — | — | | | 9/5/2024 | — | — | — | 27,548(3) | $48,760 | — | — | | | 9/5/2024 | — | — | — | — | — | 41,322(5) | $73,158 | | | 4/1/2025 | — | — | — | 32,500(4) | $57,525 | — | — | | | 4/1/2025 | — | — | — | — | — | 32,500(5) | $57,525 |

  124. OUTSTANDING EQUITY AWARDS AT YEAR-END 2025

    | 1. | Value calculated based on the $1.77 closing price of our stock on December 31, 2025. |

  125. OUTSTANDING EQUITY AWARDS AT YEAR-END 2025

    | 2. | The outstanding balance of this award vests on the third anniversary of the grant date. |

  126. OUTSTANDING EQUITY AWARDS AT YEAR-END 2025

    | 3. | The outstanding balance of this award vests in equal installments on the second and third anniversary of the grant date. |

  127. OUTSTANDING EQUITY AWARDS AT YEAR-END 2025

    | 4. | Award vests in equal installments over a three-year period on the first, second and third anniversaries of the grant date. |

  128. OUTSTANDING EQUITY AWARDS AT YEAR-END 2025

    | 5. | Amount represents the number of performance-based restricted stock unit awards based on achievement of target performance over a 3-year performance period. |

  129. OUTSTANDING EQUITY AWARDS AT YEAR-END 2025

    | | 2026 PROXY STATEMENT | 49 |

  130. OPTION EXERCISES AND STOCK VESTED IN 2025

    OPTION EXERCISES AND STOCK VESTED IN 2025 No options were exercised by our NEOs in 2025. Shares of restricted Common Stock and RSUs held by the NEOs vested as follows during 2025:

  131. OPTION EXERCISES AND STOCK VESTED IN 2025

    | Name | Number of Shares Acquired on Vesting (#) | Value Realized on Vesting(1) ($) | | Jeffrey Graves | 184,017 | $408,179 | | Jeffrey Creech | 27,548 | $58,402 | | Reji Puthenveetil | 69,071 | $152,847 | | Phyllis Nordstrom | 55,206 | $120,057 | | Joseph Zuiker | 54,038 | $109,463 | | Charles Hull | 29,779 | $65,983 |

  132. OPTION EXERCISES AND STOCK VESTED IN 2025

    | (1) Amounts reflect aggregate market value of our Common Stock based on the closing price of our Common Stock on the applicable vesting date. |

  133. POTENTIAL BENEFITS UPON TERMINATION OR CHANGE OF CONTROL

    POTENTIAL BENEFITS UPON TERMINATION OR CHANGE OF CONTROL

  134. Hull Employment Agreement

    Hull Employment Agreement Under his employment agreement, Mr. Hull would, upon termination by the Company without “cause” or resignation for “constructive discharge” (in each case as defined in his employment agreement), become entitled to receive the following:

  135. Hull Employment Agreement

    | • | An amount equal to the NEO’s base salary, payable in 12 equal monthly installments; |

  136. Hull Employment Agreement

    | • | Any accrued but unpaid base salary as of the termination date; |

  137. Hull Employment Agreement

    | • | If the NEO elects COBRA coverage for health and/or dental insurance, Company-paid monthly premium payments for such coverage such that the NEO’s contributions to such plans will remain the same as if the NEO were employed by the Company until the earliest of: (1) 12 months from the termination date; or (2) the date the NEO is no longer eligible for COBRA coverage. |

  138. Hull Employment Agreement

    Mr. Hull is required to execute a release of claims to receive severance benefits under his employment agreements. Mr. Hull is also required to comply with certain post-termination restrictive covenants, including a 12-month non-compete.

  139. CEO PAY RATIO

    CEO PAY RATIO CEO Pay Ratio As required by applicable SEC rules, we must annually disclose the annual total compensation of our median employee (excluding the CEO), the annual total compensation of our CEO, and the ratio of the CEO compensation to the median employee compensation. For 2025, our last completed fiscal year:

  140. CEO PAY RATIO

    | • | the annual total compensation of our CEO, calculated from information reported in the Summary Compensation Table included elsewhere in this Proxy Statement, was $1,487,950; and |

  141. CEO PAY RATIO

    | • | the annual total compensation of our median employee (excluding our CEO) was $83,611. |

  142. CEO PAY RATIO

    Based on this information, for 2025 the ratio of the annual total compensation of our CEO to the annual total compensation of our median employee was 18 to 1. We identified our median employee in 2025 using a multistep process and took the following steps to determine the annual total compensation of that employee and our CEO for 2025:

  143. CEO PAY RATIO

    | • | We determined that, as of December 31, 2025, our active, global employee population consisted of approximately 1,418 individuals (excluding the CEO). This population consisted of our full-time, part-time, and temporary employees employed with us as of that date. |

  144. CEO PAY RATIO

    | • | To identify the median employee from our employee population, we used annual base salary as of December 31, 2025. |

  145. CEO PAY RATIO

    | • | For the annual total compensation of our median employee, we identified and calculated the elements of that employee’s compensation for 2025 in accordance with the requirements of Item 402(c)(2)(x), which are the same requirements we used to determine the annual total compensation of our CEO. |

  146. CEO PAY RATIO

    The CEO pay ratio reported is a reasonable estimate calculated in a manner consistent with SEC rules based on the methodologies and assumptions described. SEC rules for identifying the median employee and determining the CEO pay ratio permit companies to employ a wide range of methodologies, estimates and assumptions. As a result, the CEO pay ratios reported by other companies, which may have employed other permitted methodologies or assumptions and which may have a significantly different workforce structure from ours, are likely not comparable to our CEO pay ratio.

  147. CEO PAY RATIO

    | 54 | | 2026 PROXY STATEMENT |

  148. CEO PAY RATIO

    As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of Regulation S-K, we are providing the following information about the relationship between executive Compensation Actually Paid (“CAP”) to our named executive officers (“NEOs”) and the Company’s financial performance. The Company does not use CAP as a basis for making compensation decisions, nor does it use the performance measures defined by the SEC for the Pay versus Performance table to measure performance for incentive plan purposes. For further information concerning the Company’s variable pay-for-performance philosophy and how the Company aligns executive compensation with the Company’s performance, refer to “Executive Compensation Matters – Compensation Discussion and Analysis.” Pay Versus Performance Table

  149. CEO PAY RATIO

    | | Summary Compensation Table Total for CEO | Compensation Actually Paid (“CAP”) to CEO | | | Value of Initial Fixed $100 Investment Based On: | | | | | Year | | | Average summary compensation table total for non-CEO named executive officers (1) | Average compensation actually paid to non-CEO named executive officers (2) | Total Shareholder Return (3) | Peer Group Total Shareholder Return | Net Income (in millions) | Adjusted EBITDA (in millions) (4) | | (a) | | | (d) | (e) | (f) | (g) | (h) | (i) | | 2025 | $1,487,950 | $(119,838) | $831,687 | $177,910 | $17 | $141 | $29.9 | $(45.4) | | 2024 | $2,126,755 | $3,420,597 | $888,183 | $1,540,478 | $37 | $151 | $(256.9) | $(66.4) | | 2023 | $6,535,630 | $2,603,992 | $1,706,156 | $492,584 | $62 | $213 | $(362.7) | $(26.3) | | 2022 | $5,687,163 | $(7,091,673) | $1,636,419 | $(1,319,015) | $86 | $160 | $(121.70) | $(5.80) | | 2021 | $8,574,250 | $15,609,540 | $3,081,939 | $5,899,487 | $162 | $227 | $322.10 | $56.10 |

  150. CEO PAY RATIO

    | (1) The names of each of the NEOs included for purposes of calculating the average amounts in each applicable year are as follows: (i) for 2025, Reji Puthenveetil, Jeffrey Creech, Joseph Zuiker, Phyllis Nordstrom, and Charles Hull (ii) for 2024, Reji Puthenveetil, Jeffrey Creech, Joseph Zuiker, and Phyllis Nordstrom; (iii) for 2023, Michael Turner, Andrew Johnson, Menno Ellis, Reji Puthenveetil, Jeffrey Creech, and Phyllis Nordstrom; (iv) for 2022, Michael Turner, Andrew Johnson, Menno Ellis, Reji Puthenveetil, Jagtar Narula, and Wayne Pensky; and (v) for 2021, Andrew Johnson, Menno Ellis, Reji Puthenveetil, and Jagtar Narula. |

  151. CEO PAY RATIO

    | (2) SEC rules require certain adjustments be made to the Summary Compensation Table totals to determine CAP as reported herein. The dollar amounts do not reflect the actual amount of compensation earned by or paid to the applicable NEO without restriction during the applicable year but rather are a valuation calculated under applicable SEC rules. |

  152. CEO PAY RATIO

    | For purposes of the CAP calculation, there was no actuarial change in pension value or pension related adjustments to report. In addition, for purposes of the equity award adjustments shown below, there are no dividends or interest accrued to report. |

  153. CEO PAY RATIO

    | (3) TSR is determined based on the value of an initial fixed investment of $100. The peer group TSR represents TSR of the S&P SmallCap 600 Information Technology Index, which is the peer group used by the Company for purposes of Item 201(e) of Regulation S-K. |

  154. CEO PAY RATIO

    | (4) Adjusted EBITDA is the financial measure from the tabular list of 2025 Most Important Measures shown that, in the Company’s assessment, represents for 2025 the most important performance measure used to link compensation actually paid to our CEO and other NEOs to the Company’s performance. The Company selected this measure as the most important because adjusted EBITDA accounted for 50% of target annual bonus award opportunities for our NEOs in 2025. Adjusted EBITDA is defined on page 38 and is a non-GAAP financial measure. |

  155. CEO PAY RATIO

    | | 2026 PROXY STATEMENT | 55 |

  156. CEO PAY RATIO

    | | | | | | Add Equity Award Adjustments | | | | | Year | Executives CEO Other NEOs | Summary Compensation Table (SCT) Total for Covered Year | Subtract Grant Date Fair Value of Awards as Reported in SCT for Covered Year | Add Covered Year-End Value of Awards Granted in Covered Year and Outstanding and Unvested as of Covered Year End | Change in Value as of Covered Year-End (as Compared to Prior Year-End) of Equity Awards Granted Prior to Covered Year and Outstanding and Unvested as of Covered Year End | Add, for Awards Granted and Vested in the Covered Year, Fair Value as of Vesting Date | Change in Value as of Vesting Date (as Compared to Prior Year-End) of Equity Awards Granted Prior to Covered Year that Vested During Covered Year | Subtract Prior Year-End Value of Equity Awards that Failed to Meet Vesting Conditions During Covered Year | | 2025 | CEO | $1,487,950 | $(629,750) | $523,139 | $(1,300,419) | $— | $(200,757) | $— | | | Other NEOs | $831,687 | $(359,901) | $121,325 | $(281,688) | $— | $(55,956) | $(77,556) | | 2024 | CEO | $2,126,755 | $(1,252,062) | $1,581,813 | $(843,813) | $— | $(696,219) | $— | | | Other NEOs | $888,183 | $(417,352) | $2,117,339 | $(529,335) | $— | $(590,763) | $— | | 2023 | CEO | $6,535,630 | $(5,268,229) | $2,094,393 | $(1,114,020) | $— | $356,218 | $— | | | Other NEOs | $1,706,156 | $(1,300,976) | $532,787 | $(273,623) | $— | $(65,805) | $(105,956) | | 2022 | CEO | $5,687,163 | $(4,765,861) | $1,882,109 | $(7,695,443) | $— | $(2,199,640) | $— | | | Other NEOs | $1,636,419 | $(1,269,985) | $456,106 | $(1,221,213) | $14,940 | $(116,787) | $(818,495) | | 2021 | CEO | $8,574,250 | $(6,378,719) | $5,693,472 | $5,445,859 | $— | $2,274,678 | $— | | | Other NEOs | $3,081,939 | $(2,302,472) | $2,022,950 | $1,973,281 | $— | $1,224,538 | $(100,749) |

  157. CEO PAY RATIO

    Analysis of the Information Presented in the Pay Versus Performance Table As described in more detail in the section “Executive Compensation Matters – Compensation Discussion and Analysis,” the Company’s executive compensation program reflects the Board’s commitment to strong corporate governance and achievement of rewards based upon the creation of sustainable Company value. While the Company utilizes several performance measures to align executive compensation with Company performance, all of those Company measures are not presented in the Pay Versus Performance table. Moreover, the Company generally seeks to incentivize long-term performance, and, therefore, does not specifically align the Company’s performance measures with CAP (as computed in accordance with the SEC rules for a particular year).

  158. CEO PAY RATIO

    | 56 | | 2026 PROXY STATEMENT |

  159. CEO PAY RATIO

    The following graphs further illustrate the relationship between the pay and performance figures that are included in the Pay Versus Performance tabular disclosure. In addition, the first graph below further illustrates the relationship between Company total stockholder return and that of the S&P SmallCap 600 Information Technology Index. CAP for purposes of the tabular disclosure and the following graphs was calculated in accordance with SEC rules and does not fully represent the actual final amount of compensation earned by or actually paid to our NEOs during the applicable years.

  160. CEO PAY RATIO

    | | | | | |

  161. CEO PAY RATIO

    | | 2026 PROXY STATEMENT | 57 |

  162. CEO PAY RATIO

    Financial Performance Measures As described in greater detail in “Executive Compensation Matters – Compensation Discussion and Analysis,” the Company’s executive compensation program reflects a variable pay-for-performance philosophy. The metrics that the Company uses for both our annual and long-term incentive awards are selected based on an objective of incentivizing our NEOs to increase the value of our enterprise for our stockholders. The most important financial performance measures used by the Company to link executive compensation actually paid to the Company’s NEOs for the most recently completed fiscal year to the Company’s performance are as follows:

  163. CEO PAY RATIO

    | • | Revenue |

  164. CEO PAY RATIO

    | • | Adjusted EBITDA |

  165. CEO PAY RATIO

    | • | Relative TSR (the Company’s TSR as compared to the 3DPRNT Index) |

  166. CEO PAY RATIO

    | 58 | | 2026 PROXY STATEMENT |

  167. CEO PAY RATIO

    PROPOSAL 3: Ratification of the Appointment of Independent Registered Public Accounting Firm The Audit Committee is recommending the appointment of Deloitte & Touche LLP (“Deloitte”) as our independent registered public accounting firm to examine and report on our financial statements for the year ending December 31, 2026, and the Board of Directors is asking stockholders to ratify this appointment. Although current law, rules, and regulations, as well as the Audit Committee charter, require our independent registered public accounting firm to be engaged, retained, and supervised by the Audit Committee, the Board of Directors considers the appointment of the independent registered public accounting firm to be an important matter of stockholder concern and is submitting the appointment of Deloitte for ratification by stockholders as a matter of good corporate practice. We consider Deloitte to be well qualified. If the stockholders do not ratify the appointment of Deloitte, the Audit Committee will reconsider whether or not to retain Deloitte. However, the Audit Committee will not be obliged to select a different independent registered public accounting firm. Even if the appointment is ratified, the Audit Committee, in its discretion, may appoint a different independent registered public accounting firm at any time during the year if it is determined that such a change would be in the best interests of the Company and its stockholders. Representatives of Deloitte are expected to participate in the Annual Meeting. They will have the opportunity to make a statement and are expected to be available to respond to appropriate questions. The affirmative vote of a majority of the shares of Common Stock present or represented by proxy at the Annual Meeting and entitled to vote is required to approve this proposal. Abstentions from voting on this proposal will have the same effect as a vote against this proposal.

  168. CEO PAY RATIO

    | | The Board of Directors unanimously recommends you vote FOR this proposal to ratify the appointment of Deloitte as our independent registered public accounting firm for 2026. |

  169. CEO PAY RATIO

    | | 2026 PROXY STATEMENT | 59 |

  170. CEO PAY RATIO

    Fees of Independent Registered Public Accounting Firm The Audit Committee is responsible for appointing, setting the compensation of, and overseeing the work of our independent registered public accounting firm. As part of this responsibility, the Audit Committee is required to pre-approve the audit and non-audit services performed by the independent registered public accounting firm to assure that the provision of such services does not impair the independent registered public accounting firm’s independence.