MASIMO CORP

Pasir Gudang, Malaysia · Leased · 329,000 · April 2029 · Healthcare · Manufacturing, warehousing and distribution

Irvine, California · Owned · 314,000 · N/A · Healthcare · Executive offices, engineering, research and development

Mexicali, Mexico · Leased · 291,700 · May 2027, August 2029, December 2035 · Healthcare · Manufacturing, warehousing and distribution

Irvine, California · Leased · 103,000 · November 2026, January 2032 · Healthcare · Sales and administrative, warehousing, manufacturing and distribution

Hudson, New Hampshire · Owned · 87,000 · N/A · Healthcare · Manufacturing, warehousing and distribution

Neuchatel, Switzerland · Owned · 79,000 · N/A · Healthcare · Sales and administrative

Oude Meer, Netherlands · Leased · 62,000 · January 2030 · Healthcare · Warehousing and distribution

Riyadh, Saudi Arabia · Leased · 33,000 · April 2026, October 2026 · Healthcare · Manufacturing, warehousing, distribution and trading

San Luis Ray, Mexico · Leased · 11,000 · December 2028 · Healthcare · Manufacturing, warehousing and distribution

We also lease and occupy various other facilities throughout the world to operate our business. We believe that our existing facilities are adequate to meet our needs and that existing needs and future growth can be accommodated by purchasing or leasing alternative or additional space.

• Masimo Japan Kabushiki Kaisha Japan⁴
• Masimo Korea, LLC South Korea⁴
• Masimo LHC, Limited United Kingdom⁴
• Masimo Medical Technologies (Malaysia) Sdn Bhd. Malaysia⁴
• Masimo Medical Technologies (Spain) SL Spain⁴
• Masimo Medical Technologies India Private Limited India⁴
• Masimo Medikal Ürünler Ticaret Limited Şirketi Turkey⁴
• Masimo Mexico, S. de R.L. de C.V. Mexico⁴
• Masimo Polska Spółka z ograniczoną odpowiedzialnością Poland⁴
• Masimo Saudi Arabia for Trading, LLC Saudi Arabia⁴
• Masimo Semiconductor, Inc. Delaware⁴
• Masimo Sweden AB Sweden⁴
• Masimo Technology Café LLC California⁴
• Masimo de Mexico Holdings I LLC Delaware⁴
• Masimo de Mexico Holdings II LLC Delaware⁴
• Masimo Öesterreich GmbH Austria⁴
• Nura Holdings Pty Ltd Australia⁴
• Nura Operations Pty Ltd Australia⁴
• OC Property Shelter LLC Delaware⁴
• OC Property Ventures LLC Delaware⁴
• Patient Doctor Technologies, Inc. Delaware⁴
• SEDLine, Inc. Delaware⁴
• Shenzhen Nura Electroacoustic Technology Ltd China⁴
• SpO2.com, Inc. Delaware⁴
• TNI medical AG Germany⁴
• VCCB Holdings, Inc. Delaware⁴

• Our Cross-Licensing Agreement with Willow Laboratories, Inc. (Willow), formerly known as Cercacor Laboratories, Inc., by its terms, purports to limit Masimo’s ability to commercialize new products, new or improved technologies and additional applications for Masimo SET® and our licensed rainbow® technology, which may impair our growth and adversely affect our business, financial condition and results of operations.
• We depend on our domestic and international original equipment manufacturer (OEM) partners for a portion of our revenue. If they do not devote sufficient resources to the promotion of products that use our technologies, our business would be harmed.
• If we fail to maintain or develop relationships with Group Purchasing Organizations, sales of our products would decline.
• Inadequate levels of coverage or reimbursement from governmental or other third-party payers for our products, or for procedures using our products, may cause our revenue to decline or prevent us from realizing revenues from future products.
• Our customers may reduce, delay or cancel purchases due to a variety of factors, such as lower hospital census levels or third-party guidelines, which could adversely affect our business, financial condition and results of operations.
• The loss of any large customer or distributor, or any cancellation or delay of a significant purchase by a large customer or international tender, or any non-payment, non-performance or disagreement or dispute with any customer or distributor could reduce our net sales and harm our operating results.
• Counterfeit Masimo sensors and third-party reprocessed single-patient-use Masimo sensors may harm our reputation and adversely affect our business, financial condition and results of operations.
• Risks Related to Our Intellectual Property
• If the patents we own or license, or our other intellectual property rights, do not adequately protect our technologies, we may lose market share to our competitors and be unable to operate our business profitably.
• If third-parties claim that we infringe their intellectual property rights, we may incur liabilities and costs and may have to redesign or discontinue selling certain products.
• We believe competitors may currently be violating and may in the future violate our intellectual property rights. As a result, we may initiate litigation to protect and enforce our intellectual property rights, which may result in substantial expense and may divert management’s attention from implementing our business strategy.
• Risks Related to Our Regulatory Environment
• Our failure to obtain and maintain FDA clearances or approvals on a timely basis, or at all, would prevent us from commercializing our current, upgraded or new products in the U.S., which could severely harm our business.
• The failure of our OEM partners to obtain required FDA clearances or approvals for products that incorporate our technologies could have a negative impact on our revenue.
• We are subject to on-going post-market regulation by regulatory authorities and if we fail to comply with these regulatory requirements we could be subject to enforcement actions, penalties or other harm to our business.
• Failure to obtain regulatory authorizations in foreign jurisdictions may prevent us from marketing our products abroad.
• Modifications to our marketed medical devices may require new regulatory clearances or premarket approvals, or may require us to cease marketing or to recall the modified devices until clearances or approvals are obtained.
• If our products cause or contribute to a death or serious injury, or malfunction in a way that would likely cause or contribute to a death or serious injury, we will be subject to medical device reporting regulations and other applicable laws and may need to initiate voluntary or mandatory corrective actions, such as the recall of our products.
• Promotion of our products using claims that are off-label, unsubstantiated, false or misleading could subject us to substantial penalties.
• The regulatory environment governing information, data security and privacy is increasingly demanding and evolving. Many of the laws and regulations in this area are subject to uncertain interpretation, and our failure to comply could result in claims, penalties or increased costs or otherwise harm our business.
• We may be subject to or otherwise affected by federal and state healthcare laws, including fraud and abuse laws, and could face substantial penalties if we are unable to fully comply with these laws.
• Changes to regulatory, funding, staffing, trade, and other policies and actions by the U.S. government could adversely affect our business operations.
• Risks Related to Our Business and Operations
• Under the Cross-Licensing Agreement, by its terms, we would be required to assign to Willow certain products and technologies we develop that relate to the monitoring of non-vital sign parameters.
• In the event that the Cross-Licensing Agreement is terminated for any reason, or Willow grants a license to rainbow® technology to a third-party, our business could be adversely affected.
• We may not be able to commercialize our products incorporating licensed rainbow® technology cost-effectively or successfully.
• Our dispute with Willow with respect to the Cross-Licensing Agreement could result in damages awarded against the Company or could adversely affect our business.
• If we are unable to obtain key materials and components from sole or limited source suppliers, we will not be able to deliver our products to customers.
• Future strategic transactions, including acquisitions or separations of businesses and strategic investments or joint ventures, could negatively affect our business, financial condition and results of operations if we fail to integrate the acquired businesses and their employees successfully into our existing operations or achieve the desired results of our initiatives.
• Our new products and changes to existing products could fail to attract or retain users or generate revenue and profits.
• Our Credit Facility contains certain covenants and restrictions that may limit our flexibility in operating our business.
• We may need additional capital and failure to raise additional capital on terms favorable to us, or at all, could limit our ability to grow our business and develop or enhance our service offerings to respond to market demand or competitive challenges.
• Risks Related to Our Stock
• Concentration of ownership of our stock among our existing directors, executive officers and principal stockholders may prevent new investors from influencing significant corporate decisions.
• We may be unable to accurately forecast our financial and operating results and appropriately plan our expenses in the future, or we may fail to meet our publicly announced guidance about our business and future operating results.
• Our corporate documents, and Delaware law contain provisions that could discourage, delay or prevent a change in control of our company, prevent attempts to replace or remove current management and reduce the market price of our stock.
• Recent changes to our senior leadership and our Board could create uncertainties and adversely impact our business.
• Exclusive forum provisions in our bylaws could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers or employees.
• General Risk Factors
• We may experience significant fluctuations in our periodic financial results and may not maintain our current levels of profitability in the future.
• A dispute with our former Chairman and CEO, Mr. Kiani, with respect to his Amended Employment Agreement could be costly and adversely affect our business.
• If we lose the services of our key personnel, or if we are unable to attract and retain other key personnel, we may not be able to manage our operations or meet our growth objectives.
• Adverse developments affecting the financial services industry, such as actual events or concerns involving liquidity, defaults or non-performance by financial institutions or transactional counterparties, could adversely affect our current and projected business operations and its financial condition and results of operations.
• Future changes in accounting pronouncements and tax laws, or the interpretation thereof, could have a significant impact on our reported results, and may affect our historical reporting of previous transactions.
• Our retirement and post-retirement pension benefit plans are subject to financial market risks that could adversely affect our future results of operations and cash flows.
• We are involved, and may become involved in the future, in disputes and other legal or regulatory proceedings that, if adversely decided or settled, could materially and adversely affect our business, financial condition and results of operations.
• Changes to government immigration regulations may materially affect our workforce and limit our supply of qualified professionals, or increase our cost of securing workers.
• The risks inherent in operating internationally, including the purchase, sale and shipment of our components and products across international borders, may adversely impact our business, financial condition and results of operations.
• The laws of foreign countries may not adequately protect our intellectual property rights.
• Our operations may be adversely impacted by our exposure to risks related to foreign currency exchange rates.
• We currently manufacture our products at a limited number of locations and any disruption to, expansion of, or changes in trade programs related to such manufacturing operations could adversely affect our business, financial condition and results of operations.
• If we do not accurately forecast customer demand, we may hold suboptimal inventory levels that could adversely affect our business, financial condition and results of operations.
• If we fail to comply with the reporting obligations of the Exchange Act or if we fail to maintain adequate internal control over financial reporting, our business, results of operations and financial condition and investors’ confidence in us could be adversely affected.
• Changing laws and increasingly complex corporate governance and public disclosure requirements could have an adverse effect on our business and operating results.
• If product liability claims are brought against us, we could face substantial liability and costs.
• We may incur environmental and personal injury liabilities related to certain hazardous materials used in our operations.
• We rely significantly on information technology and any failure, inadequacy, interruption or security lapse of that technology, including any cybersecurity incidents, could harm our ability to operate our business effectively.
• Artificial intelligence presents risks and challenges that can impact our business, including by posing security risks to our confidential information, proprietary information and personal data.
• The impact of the Russian invasion of Ukraine, ongoing instability in Venezuela and the Israel-Palestine-Iran Conflict, on the global economy, energy supplies and raw materials is uncertain, but may prove to negatively impact our business and operations.
• Our stock price may be volatile, and your investment in our stock could suffer a decline in value.
• Our investors could experience substantial dilution of their investments as a result of subsequent exercises of our outstanding options, vesting of outstanding restricted stock units (RSUs) and performance stock units (PSUs), or the grant of future equity awards by us.
• Future resales of our stock, including those by our insiders and a few investment funds, may cause our stock price to decline.
• We may elect not to declare cash dividends on our stock, may elect to only pay dividends on an infrequent or irregular basis, or may elect not to make any additional stock repurchases. As a result, any return on your investment may be limited to the value of our stock. In addition, the payment of any future dividends or the repurchase of our stock might limit our ability to pursue other growth opportunities.