Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) At a meeting held on January 31, 2013, the Compensation Committee (the "Compensation Committee") of the Board of Directors (the "Board") of ICU Medical, Inc. (the "Company") approved the payment of cash bonuses under the Company's 2008 Performance-Based Incentive Plan (the "Bonus Plan"). The Bonus Plan, intended to qualify for the performance-based compensation exception to
Section 162(m) of the Internal Revenue Code, was previously approved by the Company's stockholders at the 2008 annual meeting of the stockholders and amended by the Board on March 30, 2011 to permit all of the named executive officers to participate. The cash bonuses were based on the Company's performance during fiscal year 2012 and, for Mr. Lamb, Mr. Riggs and Ms. Burcar, the achievement of an individual performance goal.

Officer Cash Bonus George A. Lopez, M.D. $ 891,379 Scott E. Lamb $ 230,174 Steven C. Riggs $ 175,049 Richard A. Costello $ 160,927 Alison D. Burcar $ 119,351

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