What changed in this filing

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Item 9A. Controls and Procedures

2021-02-23 compared with 2020-02-26 · 51 added, 40 removed, 218 unchanged (29% of the section changed)

30 unchanged sentences

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2020, based on criteria established in the 2013 Internal Control—Integrated Framework issued by COSO.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the consolidated financial statements of the Company as of and for the year ended December 31, 2019, and our report dated February 26, 2020, expressed an unqualified opinion on those consolidated financial statements.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the consolidated financial statements of the Company as of and for the year ended December 31, 2020, and our report dated February 23, 2021 expressed an unqualified opinion on those financial statements.

Basis for opinion

30 unchanged sentences

His career also includes roles as President and Chief Executive Officer of an industrial technology company and the founder and President of a venture capital business.

Soderberg currently serves on the board of directors of Integer Holdings Corp.

ITGR, formerly Greatbatch, Inc.), a medical technology company.

Soderberg previously served on the boards of Constellation Brands, Inc.

Soderberg currently serves on the board of directors of Medical Technology Enterprise Consortium and several overseas, privately held, medical technology companies.

Soderberg previously served on the boards of Integer Holdings Corp.

ITGR, formerly Greatbatch, Inc.), a medical technology company, Constellation Brands, Inc.

and the Advanced Medical Technology Association.

6 unchanged sentences

From 2001 to 2004, he served as Chief Financial Officer of Cholestech Corporation, a medical diagnostic products company.

Burke has served on the board of directors of numerous public and private companies and currently serves on the board of directors of Adtalem Global Education Inc.

and Myocardial Solutions, Inc.

Burke has served on the board of directors of numerous public and private companies and currently serves on the board of directors of Adtalem Global Education Inc., Myocardial Solutions, Inc.

and EQ Health Acquisition Corp.

He previously served on the board of directors of Invuity, Inc.

(acquired by Stryker Corporation in October 2018), LDR Holding Corporation (acquired by Zimmer Biomet in July 2016) and Medical Action Industries (acquired by Owens & Minor in October 2014).

Sheri Dodd , age 55, currently serves as vice president and general manager at Medtronic plc.

At Medtronic, Ms.

Dodd oversees Care and Management Services.

She joined Medtronic in March 2010 and has served in vice president positions including healthcare economics and market access;

clinical research, health economics and policy;

non-intensive diabetes therapies, and telehealth.

From November 1997 until March 2010, Ms.

Dodd held various positions with Johnson & Johnson, most recently as vice president of health economics and reimbursement.

Dodd also served as an outcomes researcher with Orthopedic Surgeons, plc from January 1995 until November 1997.

From May 1988 until September 1993 Ms.

Dodd served as a project manager with the World Health Organization.

Huggenberger , age 62, has served as a member of our board of directors since September 2017.

3 unchanged sentences

Huggenberger held various management positions with Sunrise Medical Inc., a global manufacturer and distributor of durable medical equipment, culminating as its President and Chief Operating Officer.

Huggenberger also serves on the board of directors of private companies Wellfount Corporation, a pharmacy services company, Sommetrics, a medical device company, Clarify Medical, medical device company, Ebb Therapeutics, a medical device company, and previously served on the board of directors of IYIA Technologies, Inc., a healthcare company.

Mattys , age 61, has served as our Chief Executive Officer and as a member of our board of directors since 2005.

From 2002 to 2004, he served as the Chief Executive Officer of Medisyn Technologies, Inc., a development stage biotechnology company.

From 2000 to 2002, he was the President and Chief Executive Officer of Timm Medical Technologies, Inc., a medical device company.

During the period from 1998 to 2000, he was Vice President and General Manager of Alternate Care for Mallinckrodt, Inc., a pharmaceutical and medical device company.

Prior to that, he served 18 years in various roles in product management, sales, marketing and management at several medical device companies.

Huggenberger also serves on the board of directors of private companies Wellfount Corporation, a pharmacy services company, Sommetrics, a medical device company, Zerigo Health, a medical device company, Aviation Medical, a medical device

company, and previously served on the board of directors of IYIA Technologies, Inc., a healthcare company, as well as device company Ebb Therapeutics.

Deepti Jain, age 52, served as the President of Anthem’s pharmacy benefit management division, IngenioRx through November 2020, and was responsible for all functions including sales and account management, clinical programs, operations, client analytics, financial performance, underwriting, internal audit coordination, compliance, and market strategy.

Jain served as the Vice President and Chief Operating Officer of Anthem Pharmacy Solutions from 2014 to 2015, as the Senior Vice President and Chief Operating Officer of Anthem Pharmacy Solutions from 2016 to 2018, and as President of IngenioRx from 2019 through November 2020.

From December 2013 until February 2014 Ms.

Jain served as the Chief Operating Officer for Cigna Pharmacy.

Prior to that, Ms.

Jain held various positions with Medco Health Solutions Inc., between 1998 and 2012, most recently as Chief Financial Officer and Senior Vice President of Finance for the health plan division.

Jain also served as a systems manager for Catholic Medical Center from 1996 until 1998 and as a senior analyst with the Montefiore Health System from 1994 until 1996.

Nigon , age 73, has served as a member of our board of directors since September 2012.

13 unchanged sentences

Nigon also serves as a director of several private companies.

Cheryl Pegus , age 56, has served as a member of our board of directors since July 2017.

Pegus is currently the SVP, Health Care Services and Chief Medical Officer at Cambia Health Solutions and leads the strategy for Cambia’s enterprise and regional health plan business.

Prior to joining Cambia, she served as the president of Caluent LLC, a health care data analytics company.

She formerly served as the first Chief Medical Officer of Walgreen Co.

(“Walgreens”) from 2010 to 2013, where she assisted in the expansion of its healthcare services, new product launches and data analytics.

Prior to joining Walgreens, Dr.

Pegus was the General Manager and Chief Medical Officer of SymCare Personalized Health Solutions, Inc., a Johnson & Johnson start-up company, and the National Medical Director/Clinical Product Head for Aetna, Inc.

Pegus currently serves as a director on the board of US Acute Care Solutions, a Welsh Carson portfolio company, and previously served as a director on the board of Cogentix Medical, Inc.

before its acquisition by LM US Parent, Inc.

in April 2018.

Within the medical academic community, she currently serves as board chair for the Association of Black Cardiologists.

Daniel Reuvers , age 57, joined Tactile from Integra LifeSciences Holdings Corporation, where he has served as the Executive Vice President and President, Codman Specialty Surgical, since December 2016.

His responsibilities within Codman Specialty Surgical included leadership of sales, marketing, product development, regulatory affairs, quality assurance, global service and repair and manufacturing worldwide.

He joined Integra in 2008 as Vice President of Marketing and Product Development for Integra’s surgical instruments business and was promoted to President of the acute surgical instruments business in June 2010.

He was appointed President, Instruments in 2011 and Corporate Vice President and President, International in November 2013.

Reuvers was president of Omni-Tract Surgical from September 2005 until December 2008, when that company was acquired by Integra.

Reuvers has over 30 years of experience in the medical technology field, including holding various executive level positions in sales, marketing and general management.

Roche , age 70, has served as a member of our board of directors since October 2004.

7 unchanged sentences

Information About our Executive Officers

Information regarding our Chief Executive Officer, Gerald R.

Mattys, is included above under the heading “Directors.”

Folkes , age 57, has served as our Chief Operating Officer since February 2015.

He served as our Chief Financial Officer from 2005 until April 2016.

Prior to joining our company in 2004, Mr.

Folkes was the Chief Financial Officer for Advanced Respiratory, a medical device company, from 1997 until its sale in 2003.

Prior to joining Advanced Respiratory, Mr.

Folkes was an Audit Senior Manager for Ernst & Young LLP.

Information regarding our Chief Executive Officer, Daniel L.

Reuvers, is included above under the heading “Directors.”

Moen , age 53, has served as our Chief Financial Officer since joining the company in September 2018.

Prior to joining our company, Mr.

Moen served as Chief Financial Officer of Entellus Medical, Inc., a publicly held medical device company, from May 2016 until the company’s acquisition by Stryker Corporation in February 2018.

Moen served as Chief Financial Officer of Entellus

Medical, Inc., a publicly held medical device company, from May 2016 until the company’s acquisition by Stryker Corporation in February 2018.

Prior to joining Entellus Medical, Mr.

31 unchanged sentences

Consolidated Statements of Operations for the years ended December 31, 2020, 2019 and 2018

Consolidated Statements of Comprehensive Income for the years ended December 31, 2019, 2018 and 2017

Consolidated Statements of Comprehensive (Loss) Income for the years ended December 31, 2020, 2019 and 2018

Consolidated Statements of Stockholders’ Equity for the years ended December 31, 2020, 2019 and 2018

24 unchanged sentences

Form of Non-Qualified Stock Option Agreement under 2016 Equity Incentive Plan

Form of Non-Qualified Stock Option Agreement under 2016 Equity Incentive Plan (to be used for awards beginning in 2020)

Form of Incentive Stock Option Agreement under 2016 Equity Incentive Plan

Form of Incentive Stock Option Agreement under 2016 Equity Incentive Plan (to be used for awards beginning in 2020)

Form of Restricted Stock Agreement under 2016 Equity Incentive Plan

Form of Restricted Stock Unit Award Agreement under 2016 Equity Incentive Plan

Form of Restricted Stock Unit Agreement under 2016 Equity Incentive Plan (to be used for awards beginning in 2019)

Form of Restricted Stock Unit Aw ard Agreement under 2016 Equity Incentive Plan (to be used for awards beginning in 2019)

Form of Restricted Stock Unit Aw ard Agreement under 2016 Equity Incentive Plan (to be used for awards beginning in 2020)

Form of Restricted Stock Unit Agreement under 2016 Equity Incentive Plan (Quarterly Awards)

1 unchanged sentence

Form of Performance Stock Unit Award Agreement under 2016 Equity Incentive Plan (to be used for awards beginning in 2019)

Form of Performance Stock Unit Award Agreement under 2016 Equity Incentive Plan (to be used for awards beginning in 2020)

Employee Stock Purchase Plan

6 unchanged sentences

Form of Confidentiality, Assignment of Intellectual Property and Restrictive Covenants Agreement

Offer letter between Daniel L.

Reuvers and Tactile Systems Technology, Inc.

dated May 20, 2020

Transition and Consulting Agreement, dated as of January 10, 2020, by and between Gerald R.

17 unchanged sentences

The following financial statements from the Company’s Annual Report on Form 10-K for the year ended December 31, 2020, formatted in Inline XBRL:

(i) Balance Sheets, (ii) Statements of Operations, (iii) Statements of Comprehensive Income, (iv) Statements of Stockholders’ Equity, (v) Statements of Cash Flows, and (vi) Notes to the Financial Statements

(i) Balance Sheets, (ii) Statements of Operations, (iii) Statements of Comprehensive (Loss) Income, (iv) Statements of Stockholders’ Equity, (v) Statements of Cash Flows, and (vi) Notes to the Financial Statements

Cover page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101.1)

8 unchanged sentences

February 23, 2021

/s/ Gerald R.

/s/ Daniel L.

Chief Executive Officer

(Principal executive officer)

Each of the undersigned hereby appoints Gerald R.

Mattys and Brent A.

Each of the undersigned hereby appoints Daniel L.

Reuvers and Brent A.

Moen, and each of them (with full power to act alone), as attorneys and agents for the undersigned, with full power of substitution, for and in the name, place and stead of the undersigned, to sign and file with the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended, any and all amendments and exhibits to this annual report on Form 10-K and any and all applications, instruments and other documents to be filed with the Securities and Exchange Commission pertaining to this annual report on Form 10-K or any amendments thereto, with full power and authority to do and perform any and all acts and things whatsoever requisite and necessary or desirable.

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on February 23, 2021.

/s/ Gerald R.

/s/ Daniel L.

Chief Executive Officer (principal executive officer) and Director

4 unchanged sentences

/s/ Raymond O.

/s/ Deepti Jain

/s/ Richard Nigon

Richard Nigon

/s/ Cheryl Pegus

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures