CorMedix (CRMD) Proxy filing summary

Executive summary

• Achieved $311.7 million in revenue for 2025, with $258.8 million from DefenCath and $52.9 million from the Melinta portfolio after its acquisition in August 2025.

• Net income for 2025 was $163.0 million, or $2.04 per diluted share, reversing a net loss of $17.9 million in 2024.

• The Melinta acquisition expanded the product portfolio and commercial footprint, positioning for sustainable growth and mitigating reimbursement changes for DefenCath in 2026.

• 2026 is expected to be a transitional year due to changes in reimbursement for DefenCath and a focus on operational execution and strategic business development.

Voting matters and shareholder proposals

• Election of seven directors to serve until the 2027 Annual Meeting.

• Advisory vote on executive compensation for 2025 (Say-on-Pay Proposal).

• Ratification of CBIZ CPAs P.C. as independent auditor for 2026.

• Ratification of historical amendments to Series E and Series C-3 Preferred Stock certificates of designation to eliminate uncertainty and ensure continued effectiveness.

• Amendments to the Charter for technical updates, streamlining, and modernizing provisions.

• Class Voting Proposal to clarify that only affected preferred stockholders vote on amendments solely impacting their series, not common stockholders.

• Exclusive Forum Proposal to designate Delaware courts as the exclusive forum for certain legal actions.

• Proposal to limit certain officers' personal liability for monetary damages as permitted by Delaware law.

• Adjournment Proposal to allow further solicitation if insufficient votes are received for key proposals.

Board of directors and corporate governance

• Board consists of seven members, with a combined Chair/CEO role and a Lead Independent Director for oversight.

• All directors except the CEO are independent; committees include Audit, Compensation, Nominating and Governance, and Strategy.

• Board and committees meet regularly, with all directors attending at least 75% of meetings.

• Stock ownership guidelines require non-employee directors to own $100,000 in common stock within five years.

• Insider trading policy restricts hedging and pledging of company securities.