UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No.      )

Filed by the Registrant ☒                             Filed by a Party other than the Registrant ☐

Check the appropriate box:

UNIVERSAL DISPLAY CORPORATION

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

UNIVERSAL DISPLAY CORPORATION

375 Phillips Boulevard

Ewing, New Jersey 08618

NOTICE OF 20202021 ANNUAL MEETING OF SHAREHOLDERS

TO BE HELD JUNE 18, 202017, 2021

Dear Shareholders:

You are cordially invited to attend the 20202021 Annual Meeting of Shareholders of Universal Display Corporation on Thursday, June 18, 202017, 2021 at 2:00 p.m., Eastern Time. In light of the coronavirus/COVID-19 outbreak and governmental decrees that in-person gatherings be postponed or canceled, and in the best interests of public health and the health and safety of our stockholders, employees and Board of Directors, thisThis year’s annual meeting will be a virtual meeting via live webcast on the Internet. You will be able to attend, vote and submit your questions during the live webcast of the meeting by visiting www.virtualshareholdermeeting.com/OLED2020OLED2021 and entering the 16-digit control number included in our notice of Internet availability of the proxy materials, on your proxy card or in the instructions that accompanied your proxy materials. We are holding the meeting to:

If you were the holder of record of shares of our common stock or Series A Nonconvertible Preferred Stock at the close of business on April 3, 2020,5, 2021, you are entitled to notice of, and may vote at, the annual meeting. You may also vote in advance of the meeting, as described in the proxy statement. Any such shareholder on April 3, 20205, 2021 may vote at the meeting, even if he or she has already voted before the meeting.

The proxy statement and our 20192020 Annual Report to Shareholders are available free of charge at ir.oled.com.

We look forward to the meeting.

TABLE OF CONTENTS

UNIVERSAL DISPLAY CORPORATION

375 Phillips Boulevard

Ewing, New Jersey 08618

PROXY STATEMENT FOR 20202021 ANNUAL MEETING OF SHAREHOLDERS

TO BE HELD JUNE 18, 202017, 2021

INFORMATION CONCERNING THIS SOLICITATION

The Board of Directors of Universal Display Corporation (“we,” “us” or the “Company”) is soliciting proxies for the 20202021 Annual Meeting of Shareholders to be held as a virtual meeting via a live webcast on the Internet on Thursday, June 18, 2020,17, 2021, at 2:00 p.m., Eastern Time, at www.virtualshareholdermeeting.com/OLED2020OLED2021 (the “Annual Meeting”). This proxy statement contains important information for shareholders to consider when deciding how to vote on the matters brought before the Annual Meeting. Please read it carefully.

At the Annual Meeting, our shareholders will be asked to vote upon:

Important Notice Regarding the Availability of

Proxy Materials for the Annual Meeting of Shareholders to be Held on June 18, 202017, 2021

This proxy statement and our 20192020 Annual Report to Shareholders are available free of charge at ir.oled.com.

PROXY MATERIALS

Our Board of Directors has set April 3, 20205, 2021 as the record date for the Annual Meeting (the “Record Date”). As of the Record Date, we had outstanding 47,149,70347,127,014 shares of common stock and 200,000 shares of Series A Nonconvertible Preferred Stock.

Beginning on or about April 23, 2020,22, 2021, we are sending proxy materials to “registered holders” as of the Record Date. Registered holders are those shareholders whose shares are registered directly in their names with our transfer agent, American Stock Transfer & Trust Company, LLC.

Beginning on or about April 23, 2020,22, 2021, we are sending a Notice Regarding the Availability of Proxy Materials (the “Notice”) to “beneficial owners” of our stock as of the Record Date. Beneficial owners are those shareholders whose shares are held in a stock brokerage account or by a bank or other holder of record; such shareholders are also sometimes referred to as “street name” holders. Beneficial owners may view proxy materials on the Internet, and may also request and receive a paper or e-mail copy of the proxy materials by following the instructions provided in the Notice.

We will pay the expenses of these solicitations. Proxies may also be solicited by telephone or in person by some of our officers, directors and regular employees or independent contractors, who will not be specially engaged or compensated for such services.

Our principal executive offices are located at 375 Phillips Boulevard, Ewing, New Jersey 08618. Our general telephone number is (609) 671-0980.

Universal Display Corporation • 20202021 Proxy Statement • 1

VOTING AT THE ANNUAL MEETING

Each holder of our common stock or Series A Nonconvertible Preferred Stock as of the Record Date is entitled to one vote per share on all matters to be voted on at the Annual Meeting. Holders of our common stock and Series A Nonconvertible Preferred Stock vote together as a single class on all matters.

Only shareholders of record who own shares (whether as a registered holder or a beneficial owner) as of the close of business on the Record Date are entitled to notice of, or to vote at, the Annual Meeting. The presence, in person or by proxy, of shareholders entitled to cast at least a majority of the votes that all shareholders are entitled to cast on a particular matter to be acted upon at the Annual Meeting will constitute a quorum for purposes of that matter. Shareholders of record who return a proxy card but abstain from voting or fail to vote on a particular matter will be considered “present” for quorum purposes with respect to the matter. In addition, shares held by brokers or nominees who have notified us on a proxy card or otherwise in accordance with industry practice that they have not received voting instructions with respect to a particular matter and that they lack or have declined to exercise voting authority with respect to such matter (referred to in this proxy statement as “uninstructed shares”), will be considered “present” for quorum purposes with respect to the matter. Votes not cast by brokers or nominees with respect to uninstructed shares are referred to in this proxy statement as “broker non-votes.”

The persons named in the proxy will vote the shares represented by each properly executed proxy as directed therein. In the absence of such direction on a properly executed proxy card, the persons named in the proxy will vote “FOR” the persons nominated by our Board of Directors for election as directors; “FOR” the proposal to approve, on an advisory basis, the compensation of our executive officers; and “FOR” ratification of the appointment of KPMG LLP as our independent registered public accounting firm for 2020.2021. As to other items of business that may properly be presented at the Annual Meeting for action, the persons named in the proxy will vote the shares represented by the proxy in accordance with their best judgment.

A shareholder of record (whether a registered holder or a beneficial owner) may revoke his or her proxy at any time before its exercise by giving written notice of such revocation to our Corporate Secretary. In addition, any shareholder of record (whether a registered holder or a beneficial owner) may vote by ballotonline at the Annual Meeting, even if he or she has already voted prior to the Annual Meeting, in accordance with the procedure set forth below.

You may own shares of our stock both as a registered holder and as a beneficial owner, in which case you will receive proxy materials as well as the Notice. To vote all of your shares, you will vote your “registered” shares based on the instructions in the proxy card, and your “beneficially-owned” shares based on the instructions in the Notice, by any of the methods set forth below.

The preliminary voting results will be announced at the Annual Meeting. The final results will be reported in a Current Report on Form 8-K to be filed within four business days following the date of the Annual Meeting.

HOW YOU CAN VOTE

Your vote is important. You may vote by any of the following methods:

If you vote by telephone or via the Internet before the Annual Meeting, please have your Notice or proxy card available. The 16-digit control number appearing on your Notice or proxy card is necessary to process your vote. A telephone or Internet vote authorizes the named proxies in the same manner as if you marked, signed and returned a proxy card by mail.

Universal Display Corporation • 20202021 Proxy Statement • 2

PROPOSAL 1

ELECTION OF DIRECTORS

Our Board of Directors has fixed the number of directors at nine, all of whom are to be elected at the Annual Meeting. Our Board of Directors, at a meeting on December 12, 2019, unanimously agreed to increase the number of directors on the Board from seven to nine, and to elect Ms. Cynthia J. Comparin and Ms. Celia M. Joseph as independent directors to the positions, with such Board increase and election of Ms. Comparin and Ms. Joseph becoming effective January 1, 2020. Each director elected will serve until our next annual meeting of shareholders and such time as a successor has been selected and qualified, or until the director’s earlier death, resignation or removal. Each of our nine director nominees has consented to being nominated and to serve if elected. If any nominee should subsequently decline or be unable to serve, the persons named in the proxy will vote for the election of such substitute nominee as shall be determined by them in accordance with their best judgment.

Pursuant to our Amended and Restated Articles of Incorporation, the holder of our Series A Nonconvertible Preferred Stock is entitled to nominate and elect two of the members of our Board of Directors. The holder of the Series A Nonconvertible Preferred Stock has waived this right with respect to the election of directors at the Annual Meeting.

All nine nominees are presently members of our Board of Directors whose terms expire at the Annual Meeting. We recommend voting “FOR” the nominees set forth below. The experience, qualifications, attributes and skills set forth next to each nominee’s name have led our Board of Directors to conclude that these nominees should serve as members of our Board of Directors.

Nominees For Election as Directors

Universal Display Corporation • 20202021 Proxy Statement • 3

Universal Display Corporation • 2020 Proxy Statement • 4

Universal Display Corporation • 2021 Proxy Statement • 4

Vote Required and Recommendation of our Board of Directors

At the Annual Meeting, each director will be elected by a majority of the votes cast with respect to that director at the meeting. For these purposes, a vote of the majority of the votes cast means that the number of shares voted “for” a director exceeds 50% of the votes cast with respect to that director. Abstentions on this proposal are not considered “votes cast” and will have no effect on the outcome of the vote. Similarly, broker non-votes are not considered “votes cast” with respect to this proposal and, therefore, will have no effect on the outcome of the vote. Shareholders do not have cumulative voting rights with regard to the election of members of our Board of Directors.

THE BOARD OF DIRECTORS RECOMMENDS A VOTE “FOR” EACH OF THE NOMINEES FOR DIRECTOR.

Universal Display Corporation • 20202021 Proxy Statement • 5

Director Independence

Our Board of Directors has established a Nominating & Corporate Governance Committee, whose duties include, among others, making recommendations for approval to the full Board of Directors with regard to director independence. The current members of the Nominating & Corporate Governance Committee are Mr. Elias (Chair), Ms. Gemmill, Ms. Joseph (who joined this committee in February 2021), and Mr. Hartley, who also composed the Nominating & Corporate Governance Committee through 2019.Hartley. Each member of our Nominating & Corporate Governance Committee is an independent director under the NASDAQ listing requirements. Our Nominating & Corporate Governance Committee operates pursuant to a written charter that was last reviewed by the Nominating & Corporate Governance Committee and approved by our Board of Directors on April 7, 2020.6, 2021. A copy of the charter is publicly available through the “Shareholders — Corporate Governance” section of our website at www.oled.com.

After the Nominating & Corporate Governance Committee makes its recommendations to the Board of Directors with regard to director independence, our Board of Directors considers and approves these recommendations. In so doing, the Board of Directors has determined that a majority of its members are “independent directors” within the meaning of applicable NASDAQ listing requirements. Our independent directors are Ms. Comparin, Mr. Elias, Ms. Gemmill, Mr. Hartley, Ms. Joseph and Mr. Lacerte. In addition, based on these listing requirements, our Board of Directors has determined that Mr. Seligsohn, Mr. Abramson and Mr. Rosenblatt are not independent directors because they are all officers of the Company.

Our independent directors meet in executive session on a periodic basis in connection with regularly-scheduled meetings of the full Board of Directors, as well as in their capacity as members of our Audit, Compensation,Human Capital, Environmental & Social Responsibility (“ESR”), Investment, and Nominating & Corporate Governance Committees, as applicable.

In evaluating director independence, the disinterested members of our Nominating & Corporate Governance Committee and the Board of Directors considered our relationship with Exponent Technologies, Inc. (“Exponent”). Exponent is a provider of information system services for payroll, benefits and human resources management. Mr. Lacerte is Chairman of the Board of Directors and Chief Executive Officer of Exponent. For 2019,2020, we paid a total of approximately $49,557$67,121 to Exponent in connection with its provision of these services to us. This amount is well below the threshold for director independence under the NASDAQ listing requirements. There being no other factors suggesting that this relationship might impair Mr. Lacerte’s independence, the disinterested members of our Nominating & Corporate Governance Committee and the Board of Directors concluded that Mr. Lacerte should be treated as an independent director.

Board and Committee Meetings; Annual Meeting Attendance

In 2019,2020, our Board of Directors held nineeight meetings, our Audit Committee held sixseven meetings, our CompensationHuman Capital Committee held eightseven meetings, our Nominating & Corporate Governance Committee held three meetings, our ESR Committee held twothree meetings, and our Investment Committee held one meeting.two meetings. All members of the Board (or of the applicable committee of the Board) attended at least 75% of these meetings in the aggregate.

All incumbent directors and nominees for election as director are encouraged, but not required, to attend our annual meetings of shareholders. All of the current members of our Board of Directors who were members of the Board in 2019 attended our Annual Meeting of Shareholders in 2019.2020.

Director Nominations

The duties of our Nominating & Corporate Governance Committee include, among others, recommending to the full Board of Directors candidates for election and re-election as directors. The Nominating & Corporate Governance Committee recommends candidates for election as directors, and the Board of Directors then approves the candidates who will be nominated to stand for election. In nominating candidates for election as directors, both our Nominating & Corporate Governance Committee and our full Board of Directors consider the skills, experience, character, commitment and diversity of background of each potential nominee, all in the context of the requirements of our Board of Directors at that point in time. With respect to their consideration of diversity of background, neither our Nominating & Corporate Governance Committee nor our full Board of Directors has a formal policy of assessing diversity with respect to any particular qualities or attributes. Each candidate should be an individual who has demonstrated integrity and ethics, has an understanding of the elements relevant to the success of a publicly-traded company, and has established a record of professional accomplishment in such candidate’s chosen field. Each candidate also should be prepared to participate in all Board and committee meetings that he or she attends, and should not have other personal or professional commitments that might reasonably be expected to interfere with or limit such candidate’s ability to do so. Additionally, in determining whether to recommend a director for re-election, the director’s past attendance at Board and committee meetings is considered.

Our Board of Directors has no stated specific, minimum qualifications that must be met by candidates for election as directors. However, in accordance with SEC rules and applicable NASDAQ listing requirements, at least one member of our Board of Directors is expected to meet the criteria for an “audit committee financial expert” as defined by SEC rules, and a majority of the members of the Board are expected to meet the definition of “independent director” within the meaning of SEC rules and applicable NASDAQ listing requirements.

Universal Display Corporation • 20202021 Proxy Statement • 6

Any shareholder of record entitled to vote in the election of directors at an annual or special meeting of our shareholders may nominate one or more persons to stand for election to the Board at such meeting in accordance with the requirements of our Amended and Restated Bylaws. In order to be considered by our Board of Directors in connection with the nominations process for our 20212022 Annual Meeting of Shareholders, all such director nominations must be received by our Corporate Secretary at our principal executive offices by February 18, 2021.17, 2022. Each such submission must be in writing and must comply with the notice, information and consent provisions contained in our Amended and Restated Bylaws. In addition, each such submission must include any other information required by Regulation 14A under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Submissions should be addressed to our Corporate Secretary at the following address: Universal Display Corporation, 375 Phillips Boulevard, Ewing, New Jersey 08618.

Our Nominating & Corporate Governance Committee will consider all candidates identified by shareholders through the processes described above, and will evaluate each of them, including incumbent directors, based on the same criteria and make a recommendation to the full Board of Directors relating to all candidates for director. Although we have no formal policy regarding shareholder nominees, our Board of Directors believes that shareholder nominees should be viewed in substantially the same manner as other nominees. The consideration of any candidate for director will be based on an assessment of the individual’s background, skills and abilities, together with an assessment of whether such characteristics qualify the individual to fulfill the needs of our Board of Directors at that time.

Board Leadership Structure

Our Board is currently composed of nine directors – six independent directors and three directors who are executive officers of the Company. Since December 2007, when Mr. Abramson became our Chief Executive Officer and Mr. Seligsohn took the title Founder and Chairman of the Board, our Board of Directors has had a leadership structure in which the Board’s chair and our Chief Executive Officer are different persons. Prior to that time, Mr. Seligsohn served both as Chief Executive Officer and Chairman of the Board.

We believe that the overlap between our Board of Directors and executive management has been advantageous to us, as we have benefited from strong, clear, consistent and cohesive leadership, with a senior executive setting the tone and having ultimate responsibility for all of our operating and strategic functions, thus providing unified leadership and direction for our Board of Directors and our operational functions. While our Board of Directors has never concluded that the role of Chairman must always be held by a senior executive, and reserves the right to reconsider this matter, it intends to continue the current arrangement for the foreseeable future.

In February 2018, our Board of Directors created a lead independent director role, to further promote strong, independent oversight of the Company’s management and affairs. On February 20, 2018, the independent directors of the Board designated Ms. Gemmill to serve as our lead independent director. Ms. Gemmill had previously performed the functions of a lead independent director including developing agendas for and chairing executive sessions of the Board, acting as a liaison between the independent directors and the Chairman of the Board, and participating on numerous calls with shareholders as part of the Company’s shareholder outreach efforts.

Our independent directors meet in executive session on a periodic basis in connection with regularly-scheduled meetings of the full Board of Directors, as well as in their capacity as members of our Audit, Compensation,Human Capital, ESR, Investment, and Nominating & Corporate Governance Committees. All of our directors take active roles in the activities of our Board of Directors and at meetings of the full Board. All members of our Board of Directors are able to propose items for inclusion on Board meeting agendas, and our Board meetings include time for discussion of items not on the formal agenda.

Each of our directors is a sophisticated and seasoned business person, experienced in board processes and knowledgeable regarding matters of corporate governance, and has substantial leadership experience in his or her field. For additional information about the backgrounds and qualifications of our directors, see above under the heading “Nominees For Election as Directors.”

Audit Committee

Our Board of Directors has established a standing Audit Committee. InFor approximately the first halfthree quarters of 2019,2020, the members of our Audit Committee were Mr. Hartley (Chair), Ms. Gemmill, and a former independent director, Ms. Rosemarie B. Greco, who left the Board on June 20, 2019 when her term ended.  Upon the departure of Ms. Greco, ourMr. Lacerte. Our Board of Directors, at its June 20, 2019September 17, 2020 meeting, appointed Mr. LacerteMs. Comparin as a member of the Audit Committee. The current members of our Audit Committee are Mr. Hartley (Chair), Ms. Gemmill, Mr. Lacerte, and Mr. Lacerte.Ms. Comparin.

Our Audit Committee operates pursuant to a written charter that complies with the applicable provisions of the Sarbanes-Oxley Act of 2002 and related rules of the Securities and Exchange Commission (the “SEC”) and NASDAQ listing standards. The Audit Committee Charter was last reviewed by our Audit Committee and approved by our Board of Directors on April 7, 20206, 2021 and a copy of the charter is publicly available through the “Shareholders — Corporate Governance” section of our website at www.oled.com.

Universal Display Corporation • 20202021 Proxy Statement • 7

According to its charter, our Audit Committee is responsible for, among other things:

Each member of our Audit Committee meets the financial knowledge and independence criteria of the NASDAQ listing requirements. In April 2020,2021, our Board of Directors determined that Mr. Hartley, Chair of the Audit Committee, is an “audit committee financial expert” as such term is defined under SEC regulations and that Mr. Hartley meets the financial sophistication and independence standards mandated by the NASDAQ listing requirements.

REPORT OF THE AUDIT COMMITTEE

The Audit Committee has reviewed and discussed with Company management the audited financial statements of the Company for the year ended December 31, 2019,2020, as well as management’s assessment of the Company’s internal control over financial reporting as of December 31, 2019.2020. In addition, the Audit Committee has discussed with the Company’s independent registered public accounting firm, KPMG LLP, the matters required to be discussed by Public Company Accounting Oversight Board (the “PCAOB”) Auditing Standard No. 16. The Audit Committee also has received the written disclosures and the lettercommunications from KPMG LLP required by the PCAOB regarding KPMG LLP’s communications with the Audit Committee concerning independence and has discussed the independence of KPMG LLP with that firm. Based on the Audit Committee’s review of the matters noted above and its discussions with management and the Company’s independent registered public accounting firm, the Audit Committee recommended to the Company’s Board of Directors that the audited financial statements be included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019.2020.

CompensationHuman Capital Committee

Our Board of Directors has established a standing Human Capital Committee, which was formerly known as the Compensation Committee. The Board of Directors voted at its meeting on February 16, 2021 to change the name to emphasize that this committee’s focus is broader than simply compensation. In the first half of 2019,2020, the members of our CompensationHuman Capital Committee were Ms. Gemmill (Chair) and Mr. Lacerte. At its February 16, 2021 meeting, our Board of Directors appointed Mr. Hartley as a member of the Human Capital Committee such that the current members of our Human Capital Committee are Ms. Gemmill (Chair), Mr. Lacerte and former independent director Ms. Greco. Upon Ms. Greco’s departure from the Board in June 2019, the membership of the Compensation Committee consisted of, and it continues to consist of, Ms. Gemmill (Chair) and Mr. Lacerte.Hartley.

Our CompensationHuman Capital Committee operates pursuant to a written charter that was last reviewed by our CompensationHuman Capital Committee and approved by our Board of Directors on April 7, 2020.6, 2021. A copy of the charter is publicly available through the “Shareholders — Corporate Governance” section of our website at www.oled.com.

According to its charter, our CompensationHuman Capital Committee is responsible for, among other things:

Universal Display Corporation • 20202021 Proxy Statement • 8

Our CompensationHuman Capital Committee has historically determined the compensation for the Company’s executive officers in two stages. Base salary adjustments and perquisites and other benefits (life insurance coverage, automobile allowance, etc.) traditionally have been approved to coincide with the annual employment anniversaries of these individuals with the Company. Awards under our Annual Incentive Plan (which we sometimes refer to as bonuses), long-term incentive equity compensation awards, and any special cash or non-cash awards typically have been granted shortly after year-end. This enables the CompensationHuman Capital Committee to review and consider the Company’s fiscal performance for the year in determining these awards.

Compensation for non-employee members of our Board of Directors for 20192020 was recommended by our CompensationHuman Capital Committee and approved by the Board of Directors in December 2018, in an amount2019, consistent with the types and equal in amount to 2018of 2019 compensation. For 2020,2021, our CompensationHuman Capital Committee recommended, and our Board of Directors approved, a compensation program for non-employee members of our Board of Directors consistent with the compensation program for 2019,2020, as described below under “Compensation of Directors.”

As in prior years, Board compensation was paid in 20192020 in quarterly installments shortly followingat the end of each quarter during the year. The three directors who also serve as employees or officers of the Company did not receive compensation for their service on the Board.

In order to facilitate the CompensationHuman Capital Committee’s activities, Company management recommends to the Committee proposed compensation for the Company’s executive officers and directors. However, the CompensationHuman Capital Committee exercises independent judgment in determining compensation for the Company’s executive officers and directors, and in recommending this compensation to the full Board of Directors for approval. As part of this process, the CompensationHuman Capital Committee meets in executive session to review and ultimately finalize its recommendations.

Since 2009, the CompensationHuman Capital Committee has consulted from time to time as to compensation matters with Korn Ferry (formerly Korn Ferry Hay Group), a global management consulting firm (“Korn Ferry”). As discussed below under “Executive Compensation – Compensation Discussion and Analysis,” the CompensationHuman Capital Committee consulted with Korn Ferry in establishing the executive compensation program for 2019.2020.

CompensationHuman Capital Committee Interlocks and Insider Participation

Each member of our CompensationHuman Capital Committee is an independent director under the NASDAQ listing requirements. None of the members of our CompensationHuman Capital Committee were officers or employees of the Company or any of its subsidiaries during 2019,2020, were formerly officers of the Company or any of its subsidiaries, or had any relationship with the Company since the beginning of 20192020 that requires disclosure under Item 404 of Regulation S-K, nor have there been since the beginning of 20192020 any compensation committee interlocks involving our directors and executive officers that require disclosure under Item 407 of Regulation S-K.

REPORT OF THE COMPENSATIONHUMAN CAPITAL COMMITTEE

The CompensationHuman Capital Committee of the Company has reviewed and discussed the Compensation Discussion and Analysis required by Item 402(b) of Regulation S-K with Company management and, based on such review and discussions, the CompensationHuman Capital Committee recommended to the Board of Directors that the Compensation Discussion and Analysis be included in this proxy statement.

Universal Display Corporation • 20202021 Proxy Statement • 9

Shareholder Communications

Shareholders may send communications to our Board of Directors, or to individual members of our Board of Directors, care of our Corporate Secretary at the following address: Universal Display Corporation, 375 Phillips Boulevard, Ewing, New Jersey 08618. In general, all shareholder communications sent to our Corporate Secretary for forwarding to our Board of Directors, or to specified Board members, will be forwarded in accordance with the sender’s instructions. However, our Corporate Secretary reserves the right to not forward to members of our Board of Directors any abusive, threatening or otherwise inappropriate materials. Information on how to submit complaints to our Audit Committee regarding accounting, internal accounting controls or auditing matters can be found on the “Shareholders — Corporate Governance” section of our website at www.oled.com. The information on our website referenced in this proxy statement is not and should not be considered a part of this proxy statement.

EXECUTIVE COMPENSATION

Compensation Discussion and Analysis

Philosophy and Objectives

Compensation and benefits programs are an important part of the relationship between our Company and its executive officers. Compensation for our executive officers is intended to be competitive, thereby allowing us to attract, motivate and retain talented personnel. We also seek to reward our executive officers for accomplishments and contributions to the Company’s long-term strategic and short-term business goals.

What We Do vs. What We Do Not Do

Below is a summary of executive compensation policies and practices we have chosen to implement to support our executive compensation philosophy and objectives, and practices we have chosen not to implement:

Universal Display Corporation • 20202021 Proxy Statement • 10

How We Determine Executive Compensation

The process of establishing compensation for our Named Executive Officers for 20192020 began with a review of the compensation paid to our executive officers in recent years. We have historically used prior compensation as a starting point because we believe, as a general matter, that executive compensation should remain relatively consistent from year-to-year while providing appropriate incentives for achieving desired results.

Beginning in 2013, with the assistance of Korn Ferry, the CompensationHuman Capital Committee implemented performanceperformance- based short-term and long-term incentive programs, which formed the structural basis for our executive officers’ 20192020 compensation. In setting 20192020 performance target goals, the CompensationHuman Capital Committee used prior compensation as a baseline and considered the extent to which we achieved our business goals for 20182019 as well as the projected 20192020 needs and opportunities of the Company. As discussed below under “Short-term Incentive Compensation,” on March 5, 2019,February 13, 2020, the CompensationHuman Capital Committee (with the assistance of Korn Ferry) established individual targets for 20192020 relating to the short-term incentive program, in accordance with the Universal Display Corporation Annual Incentive Plan approved by shareholders in June 2013 (“Annual Incentive Plan”). Under the approved program, each of our Named Executive Officers was eligible to receive cash incentive paymentsawards (which we sometimes refer to as bonuses), whereby targets were set as an individually definedindividually-defined percentage of their base salary with actual target payouts further modified, based on the achievement of pre-established performance goals at threshold, target and maximum levels.

Universal Display Corporation • 20202021 Proxy Statement • 11

With respect to long-term incentive compensation for 2019,2020, as explained in more detail below, each of our Named Executive Officers received a target long-term incentive award in an amount ranging from 80% to 100% ofthat is based on their respective base salaries. One-half of each award granted in 20192020 was in the form of time-vesting restricted stock units (“RSUs”) that vest over three years from the date of grant on a pro-rata basis with one-third vesting in each of 2020, 2021, 2022 and 2022.2023. The remaining half of each long-term incentive award for 20192020 was in the form of performance share units (“PSUs”) that will vest in 20222023 based on the achievement of pre-established relative performance goals over a three-year performance period from January 20192020 through December 2021.2022.

Finally, the CompensationHuman Capital Committee considered other factors that may be relevant to compensation decisions with respect to our executive officers, including the state of the general economy.

Executive management makes recommendations to our CompensationHuman Capital Committee regarding all aspects of compensation for our Named Executive Officers. However, final decisions on any major element of compensation, as well as total compensation for our Named Executive Officers, are made by our CompensationHuman Capital Committee. Our Chief Executive Officer, Chief Financial Officer and Founder do not participate in CompensationHuman Capital Committee or Board deliberations regarding their respective compensation.

In making compensation decisions, the CompensationHuman Capital Committee considered whether the proposed compensation to our Named Executive Officers is within the range of compensation generally known to be paid to executives at other companies. Other than in any data provided by Korn Ferry, information on the compensation paid to executives at other companies is not tabulated or summarized, and the CompensationHuman Capital Committee did not engage in any formal form of compensation benchmarking.

In determining executive compensation, the CompensationHuman Capital Committee considered the current value to our executive officers of compensation paid or issued to them for prior years. However, the CompensationHuman Capital Committee has not focused on gains or losses from prior option grants or other awards because it believes that those gains or losses are not particularly significant in relation to overall compensation, and that gains or losses from prior awards do not have a substantial effect on the future performance of our executive officers.

From time to time, we utilize external consultants to assist in determining executive compensation, as we did in 20192020 when Korn Ferry assisted the CompensationHuman Capital Committee in establishing individual targets for 20192020 relating to the short-term incentive program. Since 2009, the CompensationHuman Capital Committee of our Board of Directors has engaged Korn Ferry as consultants to review compensation for the Company’s Chief Executive Officer and Chief Financial Officer, and to estimate the financial impact of the supplemental retirement plan for certain of the Company’s executive officers.

Shareholder Outreach

Since 2017, we have conducted an annual shareholder outreach program to provide an opportunity for shareholders to have direct discussions with the Company regarding executive compensation. Each year beginning with 2017, we have invited shareholders holding at least a majority of the outstanding shares to participate in meetings regarding compensation. We have received valuable feedback in those direct shareholder conversations and have taken views expressed by these shareholders into consideration in devising our executive compensation programs and Company policies.

For the 20202021 annual shareholder outreach we:

Ms. Gemmill, the Chair of the CompensationHuman Capital Committee and Lead Independent Director, and Mr. Rosenblatt, our Chief Financial Officer, attended each of the individual shareholder meetings. At the meetings, we discussed the various components of our Named Executive Officer compensation and independent director compensation, and gave the shareholders the opportunity to discuss any specific concerns they may have regarding our executive compensation programs.

Some shareholders were interested in increasing our disclosure of the performance targets in both our short-term and long-term incentive programs.programs, and particularly how such targets may have been impacted by the COVID-19 pandemic. Other shareholders discussed their views regarding Board composition and diversity.diversity, and succession planning for the Company’s independent directors. In addition, many shareholders expressed their interest in greatercontinued Company disclosure regarding policies and programs with respect to the Company’s policiesenvironmental, social and programs relating to environmental matters and social issues, including the impact of and the Company’s response to the coronavirus/COVID-19 outbreak.governance issues. Our Board and management continue to consider shareholders’ views from these meetings in our compensation and governance practice. For example, to address increased shareholder interest in Board composition and diversity, our Board recentlyin 2020 elected Ms. Comparin and Ms. Joseph as independent directors.

The above shareholder outreach focused on compensation and governance issues and was in addition to other shareholder outreach efforts that took place during the year such as regular quarterly calls with our top active (i.e., not index funds) institutional shareholders and investor meetings forwith analysts and interested investors throughout the year. Matters discussed during these outreach efforts included reviews of the Company’s operations and results to date, and discussions of the Company’s market positioning and opportunities, the OLED ecosystem, and the customer landscape.

Universal Display Corporation • 20202021 Proxy Statement • 12

Elements of Compensation

For 2019,2020, total compensation awarded to our Named Executive Officers consisted of the following elements:

The above elements, which are more particularly set forth below, provide our Named Executive Officers both cash and non-cash, or equity, compensation. We believe that each of these elements is an important and necessary component of executive compensation.

Base salaries

We believe that there is a general expectation by our executive officers that their base salaries will remain relatively consistent year-to-year, subject to limited merit-based adjustments. In addition, as we and our industry continue to grow, we believe that there is an expectation among our executive officers that we provide competitive base salaries relative to our industry and geographic scope.

In 2019,2020, the base salaries of our Named Executive Officers were increased by 5% over the prior year. This increase represents the same base salary percentage increase represents an increase over prior years’ base salary increasesas in 2019 for these executive officers, in recognition of their efforts and to reward their performances in achieving the Company’s 20182019 results, which were our best on record.record as compared to years prior. The increases were also intended to offset increases in the cost of living, although no actual survey of cost of living indices was conducted. As in prior years, salaries were increased on the annual employment anniversary dates or traditional salary adjustment date for these individuals.

Consistent with previous years, all adjustments to the salaries of our executive officers for 20192020 were recommended by executive management and approved by our CompensationHuman Capital Committee at a meeting held on December 13, 2018.12, 2019.

As in the past, Mr. Abramson and Mr. Rosenblatt each received the same base salary in 2019.2020. This reflects our historic practice of treating these two individuals equally based on their longstanding dedication and commitment to the Company, their shared responsibility for overall management of the Company, and the comparable value that each of them has provided and continues to provide to our business success.

Short-term Incentive Compensation

Annual Incentive Plan

The Company’s short-term incentive program for Named Executive Officers consists of the Annual Incentive Plan which was adopted by the Board in March 2013 and approved by the shareholders in June 2013. All senior executives of the Company and its subsidiaries are eligible to participate in the Annual Incentive Plan to earn a bonus based on the achievement of pre-established performance objectives. The CompensationHuman Capital Committee designates which senior executives will participate in the Annual Incentive Plan for each fiscal year. To be eligible to receive a bonus paymentaward under the Annual Incentive Plan, the participant must be actively employed by the Company or a subsidiary on the date on which the bonus is paid, except in the event of death, disability, or a leave of absence.

Bonus awards under the Annual Incentive Plan are awarded to eligible participants on an annual basis if the performance goals established by the CompensationHuman Capital Committee are met. At the beginning of each fiscal year, the CompensationHuman Capital Committee establishes each participant’s target and maximum bonus award, the performance goals applicable to the bonus award, and such other conditions as the CompensationHuman Capital Committee deems appropriate. In 2019,2020, the performance goals provided for differing amounts to be paid (e.g., threshold, target, and maximum amounts) based on differing levels of performance for each performance goal. The performance goals may relate to the financial performance of the Company and its subsidiaries or one or more business units, and, where appropriate, they may relate to a participant’s individual performance.

At the end of the fiscal year, the CompensationHuman Capital Committee, with the assistance of Korn Ferry, determines the extent to which the performance goals and other conditions of the bonus awards have been met, and the amount, if any, to be paid to each participant. A participant will not earn a bonus for any portion of the performance goals for a fiscal year under the Annual Incentive Plan if the level of achievement of the performance goals is below the threshold requirement to earn an award, as established by the CompensationHuman Capital Committee.

Universal Display Corporation • 20202021 Proxy Statement • 13

Any bonus awards that are earned for a fiscal year are paid shortly after the end of the fiscal year, after the CompensationHuman Capital Committee certifies attainment of the performance goals, provided the participant is actively employed by the Company on the paymentaward date. Bonus awards under the Annual Incentive Plan are payable in cash, shares of our common stock or stock units under the Universal Display Corporation Equity Compensation Plan, or such other form as the CompensationHuman Capital Committee determines in its discretion.

The Annual Incentive Plan utilizes performance goals based on one or more of the following criteria, either in absolute terms or in comparison to publicly available industry standards or indices: stock price, return on equity, assets under management, EBITDA, earnings per share, price-earnings multiples, net income, operating income, revenues, working capital, accounts receivable, productivity, margin, net capital employed, return on assets, shareholder return, return on capital employed, increase in assets, operating expense, unit volume, sales, internal sales growth, cash flow, market share, relative performance to a comparison group designated by the CompensationHuman Capital Committee, or strategic business criteria consisting of one or more objectives based on meeting specified revenue goals, market penetration goals, customer growth, geographic business expansion goals, cost targets or goals relating to acquisitions or divestitures. The CompensationHuman Capital Committee may reduce or increase a bonus award for any fiscal year based on its assessment of personal performance or other factors. Any reduction of a participant’s bonus cannot result in an increase in any other participant’s bonus.

Bonus Awards under the Annual Incentive Plan Paid for 20192020 Performance

In consultation with Korn Ferry, we determined to use the same 20192020 performance goals relating to executive compensation that we used in 20182019 and 20172018 to continue to align bonusesincentive awards paid under the Annual Incentive Plan with the Company’s financial performance. Each participant’s target and maximum bonusincentive award and the performance goals applicable to the bonusincentive award were based 80% upon Company financial performance factors and 20% upon team/individual performance factors. The Company financial performance factors were based 40% upon revenueyear-over-year growth year-over-yearin adjusted EBITDA and 40% upon year-over-year revenue growth. Target amounts for the Company financial performance factors were set at 18% adjusted EBITDA growth and 10% revenue growth. Threshold levels of 10% adjusted EBITDA growth and 5% revenue growth were established, at which 50% of the target payout under the applicable performance factor would be earned. Any value below such threshold would generate no payouts under the applicable financial performance factor. A maximum award of 175% of the target payout under the applicable performance factor would be earned in the event adjusted EBITDA.EBITDA grew by least 30% and revenue grew by at least 20%. The team/individual performance factor was based upon team and individual key performance indicators using a scorecard. The overall bonusincentive award amounts to be paid, after using the above pre-established weighted performance goals, were permitted to be modified up or down by an additional 25% based upon the individual’s specific performance calculated under the scorecard.performance.

The Named Executive Officers’ 2019initial 2020 targets under the Annual Incentive Plan are set forth below:

The maximum bonus award that mayabove criteria were initially set at the end of 2019, at which time the global impact of the unprecedented COVID-19 pandemic was not known. In a series of meetings during the year, as the global and financial impact of the COVID-19 pandemic became apparent, our Human Capital Committee, with the advice of Korn Ferry, modified the above-referenced target financial performance factors to reflect the new business realities and to incentivize more effectively executive management to balance the health and welfare of our employees with the needs and demands of our customers and shareholders. As a result, following what we consider to be achieved under the non-individual performance criteria ofbest industry practices, our Human Capital Committee adjusted the Annual Incentive Plan is 175%Target for all Named Executive Officers to be 100% of their base salary, which reduced the CEO’s Annual Incentive Target by 10%; reduced the adjusted EBITDA and revenue targets by 11% and 15%, respectively, in light of the annual incentiveglobal impact of the COVID-19 pandemic; and limited the maximum upside opportunities for the sum of the financial performance factors beyond the Annual Incentive Target from 175% to 100% of target.

Under the 2020 performance plan, as modified, the Company achieved 113% of the revenue target award, whichand 97% of the adjusted EBITDA target.  Each Named Executive Officer achieved 100% of his or her team/individual goals target.

Universal Display Corporation • 2021 Proxy Statement • 14

As a result, although this performance would have resulted in awards of 104% of the overall Annual Incentive Target amount may be modified by an additional plus or minus 25% based uponon the individual’sfinancial performance criteria. Therefore,factors, as noted above, the upside opportunity for the financial performance factors was capped at 100% and therefore each of the Named Executive Officers achieved 100% of their adjusted Annual Incentive Target. In addition, based on the individual specific performance criteria, our Human Capital Committee granted a 10% positive individual performance modifier to each Named Executive Officer, was eligibleresulting in a total payout to earn an amount ranging from 0% to 218.75%each executive of his or her annual incentive target.110% of their respective base salary.  The awards paid to suchthe executives in March 20202021 for 20192020 year-end performance under the Annual Incentive Plan were: Mr. Abramson – $1,669,077 (constituting 218.75% of annual incentive target);$881,273; Mr. Rosenblatt – $1,669,077 (constituting 218.75% of annual incentive target);$881,273; Dr. Brown – $1,172,336 (constituting 218.75% of annual incentive target);$618,993; Mr. Premutico – $793,948 (constituting 218.75% of annual incentive target);$524,006; and Ms. Mahon - $646,286 (constituting 218.75% of annual$426,549. No additional non-equity performance-based incentive target).awards were made to the Named Executive Officers for 2020 performance. As detailed in the Summary Compensation Table below, the CEO’s non-equity incentive award in 2021 for 2020 performance represented a 77% reduction from the prior year’s non-equity performance-based incentive award.

These awards to our Named Executive Officers for 20192020 year-end performance were approved by our CompensationHuman Capital Committee on February 13, 202016, 2021 and paid out in March 2020. The cash payments were then subject to customary tax withholding consistent with applicable requirements.2021. For the reasons indicated earlier, Mr. Abramson and Mr. Rosenblatt again received the same bonusincentive awards for 20192020 year-end performance.

Universal Display Corporation • 2020 Proxy Statement • 14

Targets for 20202021 under the Annual Incentive Plan

We asked Korn Ferry to assist us in setting the performance goals relating to 20202021 executive compensation in a manner consistent with our short-term compensation plan in 2019.2020. Using the input we received from Korn Ferry, in February 2020,March 2021, the CompensationHuman Capital Committee established each participant’s target and maximum bonus award and the performance goals applicable to the bonus award for 2020.2021. For 2020,2021, the Company financial performance factors (revenue and EBITDA components) are still 80% and are based on percentage growth over 2019.2020. The team/individual performance factor is still 20%. As in 2019 and 2018, theThe overall bonus amount to be paid, after using the above pre-established weighted performance goals, may be modified up or down by an additional 25%50% for the Named Executive Officers based on the individual’s specific performance calculated under the scorecard.performance.

As a result, the 20202021 bonuses under the Annual Incentive Plan (payable in 2021)2022) will continue to be formula-based and weighted towards the Company’s financial growth, limiting the discretion of the CompensationHuman Capital Committee and closely aligning the achievement of bonuses with the Company’s performance.

Long-term incentive equity compensation awards

We use long-term incentive equity compensation awards to link the compensation paid to our executive officers with our future performance and the future performance of our common stock. We believe that this helps align the interests of our executive officers with those of our shareholders. We also use these awards to encourage our executive officers to remain with the Company through the applicable vesting period. In 2020, on the advice of Korn Ferry, we increased the target value of the long-term incentive equity compensation awards in lieu of granting periodic four- and five-year equity retention awards.

In 2019,2020, as in prior years, the Company utilized a long-term incentive equity compensation approach in which equity grants are made annually consisting of RSUs that vest ratably over a three-year period along with PSUs that vest at the end of a three-year performance period based upon specific performance criteria. Korn Ferry assisted the CompensationHuman Capital Committee in developing this long-term executive incentive compensation structure in 2013 and each year, the CompensationHuman Capital Committee, with the assistance of Korn Ferry, determines eligibility, target award levels, and performance measures.

With respect to long-term incentive awards granted in 2019, on March 5, 20192020, our CompensationHuman Capital Committee and full Board of Directors approved, on an effective date of March 6, 2020, target long-term incentive awards for our Named Executive Officers, in an amount ranging from 80% to 100% of their base salaries, with one half of the total value of each award in the form of time-vesting RSUs and the other half in the form of PSUs vesting upon the achievement of certain performance criteria over a performance period. All such equity awards were issued under the Universal Display Corporation Equity Compensation Plan and are subject to the provisions of such plan as well as to the terms of the applicable RSU and PSU grant letter agreements.

The RSU portion of the award granted on March 5, 20196, 2020 to the Named Executive Officers was in the following amounts: Mr. Abramson – 2,493;25,666; Mr. Rosenblatt – 2,493;25,666; Dr. Brown – 1,751;18,015; Mr. Premutico – 1,186;13,860; and Ms. Mahon – 966.11,165. As with other compensation, Mr. Abramson and Mr. Rosenblatt received the same long-term incentive equity compensation awards. Each of the foregoing awards vested or will vest one-third each year on March 5, 2020,6, 2021, 2022 and 2022,2023, subject to the continued employment of each Named Executive Officer on the applicable vesting date.

The PSU portion of the award granted on March 5, 20196, 2020 to the Named Executive Officers was in identical amounts, as follows: Mr. Abramson – 2,493;25,666; Mr. Rosenblatt – 2,493;25,666; Dr. Brown – 1,751;18,015; Mr. Premutico – 1,186;13,860; and Ms. Mahon – 966.11,165. These PSU awards will vest based on the achievement of pre-established relative performance goals over a three-year performance period from January 20192020 through December 2021.2022. Half of the PSUs awarded in March 20192020 will vest based on the achievement of cumulative revenue growth (as a percentage) over the performance period relative to cumulative revenue growth of the companies in the NASDAQ Electronics Components Index. The other half vest of the PSUs will vest based on the achievement of total shareholder return relative to total shareholder return of the companies in the NASDAQ Electronics Components Index. The PSU target awards are subject to a sliding scale multiplier ranging from 0x to 2x based upon the percentile achievement with respect to each relative target. In addition, the PSUs are subject to the continued employment of each Named Executive Officer on the applicable vesting date.

Special long-term equity retention awards

In the past, the Company determined that it was in the best interests of our shareholders to grant special multi-year equity retention awards of Company common stock (“Equity Retention Awards”) to induce certain of our Named Executive Officers to continue to remain in the service of the Company and to promote the development of the Company, ensuring that the Company continues to benefit from their valuable leadership and vision. Equity Retention Awards were generally awarded once every four or five years, and vest on a pro-rata basis in annual installments over a four- or five-year time period. The last Equity Retention Awards were granted in 2015.

As it had done in years past, our Compensation Committee engaged Korn Ferry in November 2019 to provide a review of the Company’s executive compensation program. A recommendation from that review, which our Compensation Committee considered and adopted, was to discontinue granting one-time four- and five-year Equity Retention Awards and instead to grant a portion of such shares on an annual basis in the form of incremental long-term incentive equity compensation awards that vest over a three-year period. To minimize the equity awards vesting gap in years 2021 through 2023 that would result in 2020 going from the Company’s issuance of multi-year Equity Retention Awards that have annual vesting awards to annual long-term equity incentive awards that vest after a three-year period, on December 12, 2019 our Compensation Committee and Board of Directors approved a

Universal Display Corporation • 20202021 Proxy Statement • 15

one-time grant of special time-vesting restricted stock awards of Company common stock to our Named Executive Officers (the “RSAs”).  The RSAs vest one-half each year on March 6, 2021 and 2022 for Mr. Abramson and Mr. Rosenblatt and one-half each year on March 6, 2022 and 2023 for Dr. Brown, Mr. Premutico and Ms. Mahon, with all awards subject to the continued employment of each Named Executive Officer on the applicable vesting date.  The RSAs issued to the Named Executive Officers in December 2019 were in the following amounts: Mr. Abramson – 25,600; Mr. Rosenblatt – 25,600; Dr. Brown – 10,240; Mr. Premutico – 5,120; and Ms. Mahon – 5,120.  These special time-vesting restricted stock awards are intended to be a one-time event to provide for the gap period resulting from the change in the program, and we do not intend to provide similar awards under the program in the future as part of the existing executives’ long-term incentive equity compensation awards.  

Supplemental retirement benefits

In 2010, our CompensationHuman Capital Committee and our Board of Directors approved and adopted the Universal Display Corporation Supplemental Executive Retirement Plan, which was amended in 2015 (as amended, the “SERP”). The SERP is a nonqualified deferred compensation plan under the Internal Revenue Code (the “IRC”) and is unfunded. Participants include management or highly compensated employees of the Company who are selected by the CompensationHuman Capital Committee to receive benefits under the SERP. The CompensationHuman Capital Committee retained Korn Ferry to assist it in structuring the SERP in 2010 and amending the SERP in 2015.

The SERP was adopted to provide key employees with supplemental retirement benefits and to encourage their continued employment with the Company. Under the SERP, if an executive officer participant resigns or is terminated without cause at or after age 65 and with at least 20 years of continuous service with the Company, for the life of such participant, he or she will be eligible to receive a SERP benefit based on a percentage of the participant’s combined annual base salary and average annual bonus for the most recent three fiscal years ending prior to the participant’s date of termination of employment. The percentage is 50%, 25% or 15%, depending on the participant’s benefit class. Each of Mr. Abramson, Mr. Rosenblatt, Dr. Brown, Mr. Premutico and Ms. Mahon has been designated as participants in the SERP in the 50% benefit class.

If a participant resigns after age 65 and with at least 15 years of service, he or she will be eligible to receive a prorated SERP benefit. If a participant is terminated without cause or on account of a disability after at least 15 years of service, he or she will be eligible to receive a prorated SERP benefit regardless of age. The prorated benefit in either case will be based on the participant’s number of years of service (up to 20), divided by 20. In the event a participant is terminated for cause, his or her SERP benefit and any future benefit payments are subject to immediate forfeiture. The ages of the Named Executive Officers designated as participants in the SERP are as follows: Mr. Abramson – 68,69, Mr. Rosenblatt – 72,73, Dr. Brown – 59,60, Mr. Premutico – 5455 and Ms. Mahon – 62.63.

In the event of a change in control of the Company, each participant in the SERP will become immediately vested in his or her benefit under the SERP. Unless the participant’s benefit has already fully vested, if the participant has less than 20 years of service at the time of the change in control, he or she will receive a prorated benefit based on his or her number of years of service (up to 20), divided by 20. If the change in control qualifies as a “change in control event” for purposes of Section 409A of the IRC, then each participant (including former employees who are entitled to SERP benefits) will receive a lump sum cash payment equal to the present value of the benefit immediately upon the change in control.

As individuals with special expertise and institutional knowledge that the Company considers to be highly valuable to the Company’s continued success, Mr. Abramson and Mr. Rosenblatt are designated as special participants under the SERP. Now that each of them has reached the age of 65 and has 20 years of continuous service, if either of them resigns or is terminated without cause or on account of a disability, he will be eligible to receive a SERP benefit.

The SERP benefit for each of Mr. Abramson and Mr. Rosenblatt is based on 50% of his annual base salary and 50% of his average annual bonus for the most recent three fiscal years for his life and the life of his surviving spouse, if any. Payments are based on a present value calculation of the benefit amount for the actuarial remaining life expectancies of him and his surviving spouse, if any. The accumulated benefit under the SERP for either of Mr. Abramson or Mr. Rosenblatt may change subject to a change in his marital status. Except as described above, Mr. Abramson and Mr. Rosenblatt are subject to the same treatment as other participants in the SERP.

Special event awards

From time to time, we issue cash and non-cash awards to our employees, including our executive officers, relating to the occurrence of special events.  For example, we have historically awarded a small amount of cash or equity compensation to our employees in connection with the filing and issuance of new patents on which they are named inventors. From time to time, we also have issued cash awards to our employees in connection with their having achieved special recognition in their field or in the industry. We believe that these awards are an important component of compensation intended to recognize our employees for special individual accomplishments that are likely to benefit us and our business.

During 2019,2020, our CompensationHuman Capital Committee did not award any special non-cashevent awards, of shares of common stockcash or non-cash, to our Named Executive Officers for 20192020 performance. However, Dr. Brown received cash bonuses during 20192020 relating to various patent awards on which she was a named inventor, which totaled approximately $9,000.$7,000. These cash awards to Dr. Brown were granted consistent with our historical practice of awarding compensation based on the filing and issuance of U.S. patents on which our employees are named inventors.

Universal Display Corporation • 2020 Proxy Statement • 16

In February 2020, the Compensation Committee asked Korn Ferry to advise it with respect to a special event bonus payout for the Company’s senior executive team for the Company’s 2019 performance to supplement the payout earned under the Annual Incentive Plan. In its analysis, Korn Ferry considered many factors and alternatives, including the relative performance of the Company in 2018 and 2019 in terms of the commercial adoption of the Company’s OLED technology during those periods, the timing of purchases of materials by its customers and the impact of the ASC 606 accounting standard (relative to ASC 605) to the payout made under the Annual Incentive Plan for the 2019 performance.

After review of Korn Ferry’s analysis, the Compensation Committee and Board of Directors elected to pay one-time special event annual incentive cash bonus awards (“Special Event Bonus Awards”) to the Company’s senior executive team, which together with the amount earned under the Annual Incentive Plan for 2019 resulted in a payout of approximately 498% (4.98x) of the target amounts under the formulation set forth in the Annual Incentive Plan. The Compensation Committee and Board of Directors also determined that the unique circumstances in 2019 did not require any changes to the structure of the long-term or short-term incentive plans for 2020. The Special Event Bonus Awards paid to the Named Executive Officers in March 2020 for 2019 performance were: Mr. Abramson – $2,127,230; Mr. Rosenblatt – $2,127,230; Dr. Brown – $1,494,137; Mr. Premutico – $1,011,883; and Ms. Mahon - $823,688.

Other than as described above, we did not issue any other special event awards, cash or non-cash, to our Named Executive Officers for 2019 performance.

Perquisites and other benefits

We provide benefits to all of our employees, including our Named Executive Officers. These include paid time off, paid sick time, Company-sponsored life, short-term and long-term disability insurance, individual and family medical and dental insurance, 401(k) plan contributions, and other similar benefits. We believe that these benefits are an important factor in helping us maintain good relations with our employees and in creating a positive work environment.

For some of these employee benefits, the actual amount provided depends on the employee’s salary, such that our higher-salaried employees, including our executive officers, receive total benefits that are greater than those of other employees. For example,

Universal Display Corporation • 2021 Proxy Statement • 16

beginning on January 1, 2017, rather than matching a certain percentage of employee contributions under our 401(k) plan, we started making nonelective employer contributions of 3% of compensation for all employees (up to the permissible limit), resulting in the maximum permissible contribution of $8,400$8,550 for all of our Named Executive Officers in 2019.2020.

We also made life and disability insurance premium payments on behalf of our Named Executive Officers in 2019.2020. Again, the actual amount of these payments depends in part on the employee’s age and salary, such that payments made on behalf of our older or higher-salaried employees, which includes our executive officers, will be greater than those made on behalf of other employees. These life insurance premium payments were also higher for our executive officers because they are entitled to a benefit equal to two times their annual base salary, as compared to our other employees who are entitled to a benefit equal to their annual base salary. In addition, we made premium payments for supplemental disability and excess life insurance coverage for Mr. Abramson and Mr. Rosenblatt. However, the dollar value of all of these payments was relatively small compared to the total compensation paid to our executive officers for the year, and in any event we consider these type of benefits to be standard components of executive compensation at most companies.

In 2019,2020, as in prior years, we provided an automobile allowance of $500 per month to each of Mr. Abramson, Mr. Rosenblatt, Dr. Brown, Mr. Premutico and Ms. Mahon, and reimbursed each of them for reasonable expenses associated with the automobiles they used to commute to our offices in Ewing, New Jersey, such as expenses for automobile repairs and insurance. We do not consider this additional benefit to be a substantial component of executive compensation.

Pay Ratio Disclosure

In accordance with the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 and applicable SEC rules, we are providing the information below about the relationship of our Chief Executive Officer’s compensation to our median employee’s compensation.

The total annual compensation for 20192020 was $126,469$125,973 for our median employee and $12,733,442 $18,246,271 for our Chief Executive Officer. The resulting ratio of our Chief Executive Officer’s pay to the pay of our median employee for 20192020 is 101145 to 1. We calculated the median employee’s 2019 annual total compensation using the same methodology we use to determine our Named Executive Officers’ total compensation for the Summary Compensation Table in this proxy statement.

In accordance with proxy rules, we identifiedTo identify our median employee, in 2018 forwe examined the 2018 proxy statement and are using the same median employee again this year. We identified our median employee in 2018 by examining the 20172020 compensation for all individuals who were employed by us on December 31, 2017,2020, excluding our Chief Executive Officer. For the purpose of identifying the median employee, we included base pay, equity grants, bonus and other non-equity payments given in the year in our calculation of 20172020 compensation. We included all world-wide employees, whether employed on a full-time, part-time or seasonal basis. We annualized the compensation for full-time employees who were not employed by us for all of 2017.2020. All non-U.S. employees’ pay was converted into US Dollars using an exchange rate based on our determination date of December 31, 2017.2020.

Universal Display Corporation •After identifying our median employee (who is located in the U.S.), we calculated the median employee’s 2020 Proxy Statement • 17annual total compensation using the same methodology we use to determine our Named Executive Officers’ total compensation for the Summary Compensation Table in this proxy statement.

Stock Ownership Guidelines

Executive Stock Ownership Guidelines

On April 4, 2017, the Board of Directors approved stock ownership guidelines for our executive officers, to further align the long-term interests of the Company’s executive officers with the interests of the Company’s shareholders. Under the guidelines, each executive officer of the Company will be expected to own a number of shares of the Company’s common stock with a market value equal to at least the following amount for as long as he or she remains an executive:

For the purpose of meeting the applicable ownership threshold, ownership includes all shares of common stock held beneficially or of record by the executive (or his or her spouse), including restricted stock and stock units (including unvested shares) and shares held by certain trusts and plans. Performance share units and unexercised options are not included. If an executive is not in compliance with the guidelines, such executive will not be permitted to sell or otherwise dispose of stock until his or her applicable threshold is met.

The holding period requirements set forth in the executive stock ownership guidelines are in addition to any applicable holding period requirement set forth in any equity award agreement to which an executive may be party. The special long-term equity retention awards the Company granted to four of our Named Executive Officers in years prior to 20192020 (no such awards have been made since 2015) require the grantee to retain the awarded shares for a period of time (ranging from one to five years) following vesting.

Universal Display Corporation • 2021 Proxy Statement • 17

Although there is a grace period for compliance, each of the Named Executive Officers is in compliance with the stock ownership guidelines for our executive officers.

Director Stock Ownership Guidelines

On December 15, 2011, the Board of Directors of the Company approved stock ownership guidelines for members of the Board who are not officers of the Company. These guidelines require such individuals to own a number of shares of the Company’s common stock equal in value to ten (10) times their annual cash compensation for Board service, excluding additional compensation for Committee service or based on Board meeting attendance. Individuals are allowed five years from the date they are first elected to the Board to comply with these guidelines, and once an individual is determined to be in compliance with these guidelines, that individual will not be considered out of compliance with these guidelines at any future time due solely to a decrease in the share price of the Company’s common stock since the last compliance measurement date.

Compliance with the stock ownership guidelines for these Board members is measured as of the first business day of each calendar year using (1) the highest closing price of the Company’s common stock on the NASDAQ Global Market during the immediately preceding calendar year, and (2) the annual cash compensation to the individual for Board service for the immediately preceding calendar year. The highest closing price of the Company’s common stock on the NASDAQ Global Market in 20192020 was $224.75$242.17 per share. The annual cash compensation to each member of the Board who is not an officer of the Company was $45,000$72,000 for 2019.2020. On this basis and consistent with the above policy, on the first business day of 20202021 (January 2, 2020)4, 2021), except with respect to new directors Ms. Comparin and Ms. Joseph (who have until December 31, 2024 to comply with the Company’s stock ownership guidelines), each member of the Board who was required to own at least 2,0022,973 shares of the Company’s common stock did in fact own such shares.

Clawback Policy for Executive Compensation

On April 4, 2017, the Board of Directors approved an executive compensation recovery or “clawback” policy, to promote and maintain a culture of diligent and principled management of the Company and so that an executive officer should not receive an improper benefit of performance compensation. This policy requires that in the event of an executive officer’s fraud, intentional or willful misconduct, or gross negligence that results in a material restatement of any financial statement during such year or any of the three prior full fiscal years, the Board of Directors shall review the performance compensation paid or awarded to the executive during such period. If the Board of Directors determines that the amount of performance compensation paid or awarded during such period exceeds what would have been paid or awarded in accordance with the restatement, then the Board of Directors in its sole discretion may cause such executive to forfeit unvested or unpaid performance compensation, and recover from the executive the performance compensation that was already paid or awarded during such period.

Universal Display Corporation • 2020 Proxy Statement • 18

The compensation recovery requirements set forth in our executive compensation recovery policy are in addition to any clawback, recoupment or compensation recovery provisions that are included in any equity award agreement, employment agreement, bonus plan or similar agreement or plan. With respect to short term compensation, our Annual Incentive Plan provides that any bonuses granted under the Annual Incentive Plan are subject to any applicable clawback or recoupment policy that the Board of Directors may adopt. Likewise, the equity grant award letters evidencing the RSUs and PSUs granted to the Named Executive Officers as part of our long-term incentive program and the equity grant award letters evidencing the RSAs, state that such awards are subject to any applicable clawback or recoupment policies implemented by the Board from time to time.

The special long-term equity retention awards the Company granted to four of our Named Executive Officers special long-term equity retention awards in years prior to 20192020 (no such awards have been made since 2015) that contain their own clawback provisions, which state that any shares that are subject to such awards (whether or not vested), shall be forfeited and returned to the Company upon request of the CompensationHuman Capital Committee of the Board of Directors in the event of violations of non-competition, non-solicitation or confidentiality agreements; acts of dishonesty, fraud, embezzlement or theft in connection with the executive’s duties or employment; conviction of a felony; or actions that result in a material restatement of the financial statements of the Company.

In 2015, the SEC issued proposed regulations regarding clawback policies in accordance with the requirements of the Dodd-Frank Act but final rules have yet to be adopted. Our new clawback policy provides that if either the SEC or NASDAQ adopts final rules or policies with respect to executive compensation recovery, the Board of Directors shall amend or restate our policy as necessary to comply with such final rules or policies.

Change in Control Payments

In April 2003, we entered into change in control agreements with our executive officers. These agreements were amended and restated in November 2008 in order to bring them into compliance with the strict timing and documentary requirements of Section 409A of the IRC and the regulations issued thereunder. Mr. Premutico entered into a change in control agreement on April 16, 2012 to enable him to receive change in control benefits commensurate with those offered to our other executive officers. Both the original agreements and the amended and restated agreements were approved by our Board of Directors.

Universal Display Corporation • 2021 Proxy Statement • 18

The change in control agreements provide for certain cash payments and other benefits to our executive officers in the event that their employment is terminated or their responsibilities are substantially reduced, in connection with a change in control of the Company, constituting a “double trigger” mechanism whereby benefits are not paid unless both conditions are met. We believe that these agreements help to reinforce and encourage the continued attention and dedication of our executive officers to the Company in the event they are asked to help facilitate a change in control.

Under the change in control agreements, our executive officers would receive benefits equal to two times their base salaries and annual bonuses, plus ancillary benefits relating to life and disability insurance, medical and dental coverage and employment outplacement services. The change in control agreements utilize the “double-trigger” mechanism because we believe that our executive officers should only receive these benefits if they suffer a reduction in employment status associated with a change in control. The agreements also include “gross-up” provisions that would compensate our executive officers for any taxes they might owe in connection with receipt of these benefits.

We believe that the terms of the change in control agreements for our executive officers are reasonable and appropriate for a company with new and exciting technologies such as ours. More detailed information about these agreements and the specific benefits and compensation payable to our executive officers in connection with a change in control are set forth elsewhere in this proxy statement.

In addition, in the event of a change in control of the Company, each SERP participant will become immediately vested in his or her SERP benefit. Unless the participant’s benefit has already fully vested, if the participant has less than 20 years of service at the time of the change in control, he or she will receive a prorated benefit based on his or her number of years of service (up to 20), divided by 20. If the change in control qualifies as a “change in control event” for purposes of Section 409A of the IRC, then each participant (including former employees who are entitled to SERP benefits) will receive a lump sum cash payment equal to the present value of the benefit immediately upon the change in control.

Tax Consequences of Our Compensation Program

Internal Revenue Code §162(m)

In years past, when determining the total compensation payable to our executive officers, we considered the potential impact of Section 162(m) of the IRC. Section 162(m) disallows any publicly-held corporation from taking a tax deduction for compensation in excess of $1 million paid to its executive officers in any taxable year, but prior to December 2017, as discussed in the following paragraph, performance-based compensation was exempt from the calculation of compensation for purposes of Section 162(m).

On December 22, 2017, Congress enacted tax legislation commonly referred to as the Tax Cuts and Jobs Act. Among other things, the Tax Act substantially amended Section 162(m). Prior to 2018, qualified performance-based compensation meeting the process requirements of Section 162(m) was exempt from the $1 million cap. The Tax Act repealed the qualified performance-based compensation exception under Section 162(m) effective for tax years beginning on or after January 1, 2018 and expanded the group of covered employees potentially subject to the $1 million deductibility cap. The Tax Act grandfathered arrangements entered into on or before November 2, 2017, even if paid in subsequent years.

Universal Display Corporation • 2020 Proxy Statement • 19

As a result of the changes to Section 162(m) under the Tax Act, the deductibility of compensation under applicable tax laws is no longer a primary consideration in the structuring of compensation.

Internal Revenue Code §409A

Section 409A of the IRC provides that nonqualified deferred compensation benefits are includible in an employee’s income when vested, unless certain requirements are met. If these requirements are not met, employees are also subject to an additional income tax and interest. Our compensation plans and arrangements are drafted to meet any applicable requirements of Section 409A. Change in control agreements with our executive officers were amended in November 2008 to ensure compliance with these requirements. The SERP, as adopted, is intended to comply with the requirements of Section 409A. As a result, all of our executive officers will be taxed when any deferred compensation is actually paid to them, and we will be entitled to a tax deduction at that time.

Internal Revenue Code §280G

Section 280G of the IRC disallows a company’s tax deduction for “excess parachute payments.” Additionally, Section 4999 of the IRC imposes a 20% excise tax on any person who receives excess parachute payments. Presently, all of our Named Executive Officers are entitled to payments upon the termination of their employment in connection with a change in control of the Company, some of which may qualify as “excess parachute payments.” Accordingly, our tax deduction for any such excess parachute payments would be disallowed under Section 280G of the IRC. Moreover, we are required to make additional payments to these individuals to cover any excise taxes imposed on them by reason of the payments they receive in connection with a change in control. As previously indicated, we believe that this tax “gross-up” obligation is reasonable and appropriate given our current size and status.

Universal Display Corporation • 2021 Proxy Statement • 19

Summary CompensationCompensation Table

The following table provides information on the compensation of our Chief Executive Officer, our Chief Financial Officer, and our other three highest-paid executive officers for services in all capacities to the Company and its subsidiaries for 2020, 2019 2018 and 2017.2018. This group is referred to in this proxy statement as the “Named Executive Officers.”

Universal Display Corporation • 2020 Proxy Statement • 20

Universal Display Corporation • 2021 Proxy Statement • 20

(10)   Bonuses for 2017 consist of special event bonuses awarded in December 2017 and paid out in March 2018. These one-time awards were in addition to the annual bonuses paid under the Annual Incentive Plan, and were provided in view of the Company’s exceptional 2017 financial performance which far exceeded the targets under the Annual Incentive Plan. In addition, Dr. Brown received a bonus of $19,500 relating to patent awards in 2017.

Universal Display Corporation • 20202021 Proxy Statement • 21

Compensation paid to each of the Named Executive Officers for 2020, 2019 2018 and 20172018 consisted of the following:

Grants of Plan-Based Awards

The following table summarizes each grant of an award made to Named Executive Officers in 2019.2020. These awards were made as discussed above in the “Compensation Discussion and Analysis” section under the headings “Short-term incentive compensation” and “Long-term incentive equity compensation awards.” No stock options, SARsstock appreciation rights (SARs) or other similar instruments were awarded to the Named Executive Officers during 2019.2020.

Universal Display Corporation • 20202021 Proxy Statement • 22

The RSUs PSUs and RSAsPSUs are also subject to the continued employment of the Named Executive Officers on the applicable vesting date.

Outstanding Equity Awards at Fiscal Year-End Table

The following table summarizes the outstanding equity awards to the Named Executive Officers as of December 31, 2019.2020. None of the Named Executive Officers holds any outstanding stock options.

Stock Vested Table

The following table summarizes the vesting of stock, including restricted stock, restricted stock units, performance stock units, and similar instruments, for the Named Executive Officers during 2019.2020. None of the Named Executive Officers exercised any stock options, SARs or other similar instruments during 2019.2020.

For each of the Named Executive Officers, the shares shown as vesting above include restricted stock awards (“RSAs”) vesting under long-term equity awards made in 2015, and PSUs and RSUs vesting under long-term incentive equity awards made in 2015, RSUs vesting under long-term incentive equity awards made in 2017, and 2018, and shares vesting under special long-term equity retention awards granted in prior years.2019.

Universal Display Corporation • 20202021 Proxy Statement • 23

Pension BenefitsBenefits Table

The following table provides information regarding the Company’s Supplemental Executive Retirement Plan, or SERP. For further detail, see “Compensation Discussion and Analysis—Supplemental retirement benefits.”

Potential Payments Upon Termination in Connection with a Change in Control

In April 2003, the Company entered into Change in Control Agreements with the following Named Executive Officers: Mr. Abramson, Mr. Rosenblatt, Dr. Brown, and Ms. Mahon (the “Original CIC Agreements”). These agreements provided for certain cash payments and other benefits to the Named Executive Officers upon a qualifying employment termination event in connection with a “Change in Control” of the Company. In November 2008, the Original CIC Agreements were amended and restated to bring them into compliance with Section 409A of the IRC and regulations issued thereunder.

The Amended and Restated CIC Agreements with each of Mr. Abramson, Mr. Rosenblatt, Dr. Brown and Ms. Mahon, and the Amended and Restated Change in Control Agreement entered into with Mr. Premutico in April 2012 (collectively, “Amended CIC Agreements”) utilize a “double trigger” mechanism whereby benefits are not paid to an executive as a result of the Change in Control unless he or she also experiences a qualifying termination event in connection with the Change in Control (i.e., termination or substantial reduction in responsibilities).

Under the Amended CIC Agreements, if a Named Executive Officer’s employment is terminated in connection with a Change in Control, such Named Executive Officer would be entitled to the following benefits:

Universal Display Corporation • 20202021 Proxy Statement • 24

The estimated payments and benefits that the Company would provide to each Named Executive Officer under the Amended CIC Agreements are set forth in the following table, based on the assumption that his or her employment is terminated in connection with a Change in Control which took place on December 31, 2019.2020.

In consideration of receiving these payments and benefits, each Named Executive Officer has agreed not to compete with the Company for six months following his or her termination in connection with a Change in Control. Each Named Executive Officer has further agreed that, for two years following his or her termination he or she will not knowingly (i) solicit or recruit any of the Company’s employees to compete with the Company, or (ii) divert or unreasonably interfere with the Company’s business relationships with any of its suppliers, customers, partners or joint venturers with whom the individual had any involvement. In addition, each Named Executive Officer is required to execute a general release of all employment-related claims he or she may have against the Company in order to receive the payments and benefits specified under the Amended CIC Agreements. (Such restrictive covenants are in addition to, and not in lieu of, restrictive covenants to which each Named Executive Officer is subject in other agreements with the Company, such as equity grant agreements.)

As used in the Amended CIC Agreements, a Change in Control of the Company would occur if:

Universal Display Corporation • 2020 Proxy Statement • 25

disposition by the Company of all or substantially all of its assets to an entity, at least 50% of the voting securities of which are owned by persons in substantially the same proportion as their ownership of the Company immediately prior to the sale; or

Universal Display Corporation • 2021 Proxy Statement • 25

As used in the Amended CIC Agreements, a termination of a Named Executive Officer in connection with a Change in Control of the Company would include a termination of the Named Executive Officer’s employment:

Compensation of Directors

Attracting and retaining qualified individuals to serve on our Board of Directors is crucial for our long-term success. Our director compensation policies and practices are critical to our ability to accomplish this goal and to reward our independent non-employee directors for their service as members of the Board. Our non-employee director compensation is designed to offer competitive cash and equity compensation to attract and retain qualified directors and to align the interests of our directors with the long-term interests of our shareholders.

Our Board of Directors, guided by our CompensationHuman Capital Committee, periodically establishes the level of compensation for our non-employee directors. Directors who also are current officers or employees of the Company receive no additional compensation for service as directors.

To aid their review, the Board and CompensationHuman Capital Committee generally utilize the services of a compensation consultant, andconsultant. In December 2020, in 2018 and 2019,consultation with Korn Ferry, the Board and Compensation Committee reviewed an analysis of director compensation prepared by Korn Ferry. Following this review in December 2018, the Board and Compensation Committee adopted a new program for 2019 compensation for the independent directors for board and committee service. Instead of the 2019 equity component of independent director compensation consisting of a fixed number of Company shares of common stock (as was the case in years prior), the independent directors were paid a number of shares based on a dollar target value, which number of shares were determined based on the closing stock price on the day of the Board’s December 13, 2018 meeting. In December 2019, following the Board’s review of Korn Ferry’s analysis, the Board and CompensationHuman Capital Committee decided to maintain the same compensation structure and amounts paid for independent directors for 2020 consistent with independent director compensation2021 as for 2019, subject to modification of certain amounts payable for independent director service on committees of the Board and as Lead Independent Director,2020, as described below.

In 2019,2020, cash compensation for each of the independent directors for Board and committee service was as follows: Cash compensation to each independent member of the Board of Directors in 2019 consisted of $45,000$72,000 in annual director fees (paid in four quarterly installments)installments of $18,000 each), and each independent director who served in 20192020 on a committee of the Board of Directors (other than as the committee chair) received additional cash compensation for such committee service in the following amounts: $5,000$7,500 annually for any independent director serving as a member of the Nominating & Corporate Governance Committee, the Investment Committee or the ESR Committee, $7,500$10,000 annually for any independent director serving as a member of the CompensationHuman Capital Committee and $10,000$15,000 annually for any independent director serving as a member of the Audit Committee. Further, the chairs of the Nominating & Corporate Governance Committee, the Investment Committee, and the ESR Committee received $10,000$15,000 in cash for such service, the chair of the CompensationHuman Capital Committee received $15,000$20,000 in cash for such service and the chair of the Audit Committee received $20,000$30,000 in cash for such service. In addition, Ms. Gemmill was paid an annual cash retainer of $15,000$32,500 for her service as Lead Independent Director, with such amount paid in equal quarterly installments at the end of each quarter for 2019.2020. The equity component of independent director compensation consisted of a number of shares of the Common Stock based on a dollar target value of $210,000, which number of shares were determined based on the closing stock price of the Common Stock on the day of the Board’s December 12, 2019 meeting.

For 2020,2021, compensation for the independent members of our Board of Directors will include:

Universal Display Corporation • 2020 Proxy Statement • 26

resulting in an annual grant of 1,076902 shares (for a total value of $210,154)$210,076) which will be paid out in quarterly installments at the end of each quarter in 2020.2021.

Our CompensationHuman Capital Committee and Board of Directors revisedmaintained the same amounts payable for independent director service on each committee of the Board in 2020.2021. Each of the Company’s independent directors who serves as a member of one of the committees of the Board (other than the chair) in 20202021 shall receive annual cash compensation for his or her service as a member

Universal Display Corporation • 2021 Proxy Statement • 26

of such committee in the following amounts: $10,000 for a member of the CompensationHuman Capital Committee, $15,000 for a member of the Audit Committee, and $7,500 for each of the members of the Nominating Committee, Investment Committee and ESR Committee, and for members of such other committees of the Board as may be added in the future. Each of the Company’s independent directors who serves as a chair of one of the committees of the Board shall receive an annual cash retainer (cash payment) in connection with his or her service as chair for 2020,2021, in the following amounts:  $20,000 for the chair of the CompensationHuman Capital Committee, $30,000 for the chair of the Audit Committee, and $15,000 for each of the chairs of the Nominating Committee, Investment Committee and ESR Committee, and for the chair of such other committees of the Board as may be added in the future. Additionally, Ms. Gemmill shall receive an annual cash retainer of $32,500 for her service as Lead Independent Director. Such cash retainers are to be paid in equal quarterly installments at the end of each calendar quarter of the year.

The following table provides information on the compensation of members of our Board of Directors (who are not Named Executive Officers) in 2019.2020.