The CEO's total reported compensation of approximately $5.1 million for 2025 is reasonable for a medical device/life science company of Cytek's size and stage, with the majority delivered through equity awards (stock options and restricted stock units together representing about $4 million, or roughly 78% of total pay), satisfying the policy requirement that at least 50-60% of senior executive pay be variable and performance-linked. Annual cash bonuses were paid at approximately 78% of target, reflecting genuine performance conditions tied to revenue and adjusted EBITDA goals that were only partially achieved, which demonstrates that incentive pay is not simply handed out regardless of results. The prior Say on Pay vote received strong support of 93.1%, well above the 70% threshold that would otherwise require us to scrutinize whether the company responded to shareholder concerns.

Deloitte has audited Cytek since 2019 (approximately 7 years), well below the 25-year tenure threshold that would raise independence concerns; non-audit fees (tax fees of $583,000 plus audit-related fees of $35,000 plus other fees of $2,000, totaling $620,000) represent about 37% of core audit fees of $1,685,000, which is below the 50% threshold that would trigger a concern about auditor independence; Deloitte is a Big 4 firm appropriate for a company of Cytek's size and complexity.