Bio-Techne (TECH) Proxy filing summary

Executive summary

• Entered into a definitive agreement to be acquired by Merck KGaA, Darmstadt, Germany, combining scientific depth and innovation with Merck's global scale and manufacturing excellence.

• Transaction expected to close by late 2026 or early 2027, pending regulatory and shareholder approvals.

• Both companies share a commitment to innovation, scientific quality, and advancing human health.

• Until closing, both entities will operate independently, with no immediate changes to operations, roles, or strategy.

Voting matters and shareholder proposals

• Shareholder approval is required for the transaction to proceed.

• Proxy materials, including a Schedule 14A proxy statement, will be filed with the SEC and made available to shareholders.

• Shareholders are urged to read all proxy materials when available, as they will contain important information about the transaction.

Board of directors and corporate governance

• Directors and executive officers of both companies may be deemed participants in the proxy solicitation.

• Information about directors and executive officers, including compensation and shareholdings, will be disclosed in the proxy statement and related SEC filings.