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SEC Comment Letter 0000000000-23-005467 to MASIMO CORP (MASI)

MASIMO CORP
Date: May 23, 2023 · CIK: 0000937556 · Accession: 0000000000-23-005467

Regulatory Compliance Related Party / Governance Internal Controls

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File numbers found in text: 001-33642

Date
May 23, 2023
Author
Jeff Hartlin
Form
UPLOAD
Company
MASIMO CORP

Letter

United States securities and exchange commission logo May 23, 2023 Jeff Hartlin Partner Paul Hastings LLP 1117 S. California Avenue Palo Alto, CA 94304 Re:Masimo Corporation PRER14A filed May 19, 2023 File No. 001-33642 Dear Jeff Hartlin : We have reviewed your filing and have the following comment. Please respond to this comment by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this comment, we may have additional comments. Defined terms used herein have the same meaning as in your proxy statement. PRER14A filed May 19, 2023 General 1.We note your response to our prior comment 10. Please revise the proxy statement to specifically state that the Company’s notice of its director nominees was late and did not comply with the deadline set forth in Rule 14a-19(d). We remind you that the filing persons are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please direct any questions to Christina Chalk at (202) 551-3263 or Blake Grady at (202) 551-8573. Sincerely, Division of Corporation Finance Office of Mergers & Acquisitions

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United States securities and exchange commission logo
May 23, 2023
Jeff Hartlin
Partner
Paul Hastings LLP
1117 S. California Avenue
Palo Alto, CA 94304
Re:Masimo Corporation
PRER14A filed May 19, 2023
File No. 001-33642
Dear Jeff Hartlin :
            We have reviewed your filing and have the following comment. Please respond to
this comment by providing the requested information or advise us as soon as possible when you
will respond. If you do not believe our comment applies to your facts and circumstances, please
tell us why in your response.
            After reviewing your response to this comment, we may have additional comments.
Defined terms used herein have the same meaning as in your proxy statement.
PRER14A filed May 19, 2023
General
1.We note your response to our prior comment 10.  Please revise the proxy statement to
specifically state that the Company’s notice of its director nominees was late and did not
comply with the deadline set forth in Rule 14a-19(d).
            We remind you that the filing persons are responsible for the accuracy and adequacy of
their disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please direct any questions to Christina Chalk at (202) 551-3263 or Blake Grady at (202)
551-8573.
Sincerely,
Division of Corporation Finance
Office of Mergers & Acquisitions