DocGo (DCGO) Proxy filing summary

Executive summary

• The annual meeting is scheduled for June 16, 2026, and will be held virtually, with voting on six key proposals including director elections, executive compensation, a reverse stock split, amendments to the certificate of incorporation, and auditor ratification.

• The board recommends voting in favor of all proposals, emphasizing the importance of maintaining Nasdaq listing, aligning executive and director interests with shareholders, and updating governance provisions.

• The company continues to focus on innovative healthcare delivery, leveraging mobile health, remote monitoring, and technology-driven services.

Voting matters and shareholder proposals

• Election of two Class II directors for three-year terms.

• Advisory vote on executive compensation (say-on-pay).

• Approval of a reverse stock split at a ratio between 1-for-5 and 1-for-10, with a corresponding reduction in authorized shares.

• Amendments to the certificate of incorporation regarding waiver of corporate opportunities and officer exculpation.

• Ratification of Urish Popeck & Co., LLC as independent auditor for 2026.

Board of directors and corporate governance

• The board consists of seven members divided into three classes, with a mix of independent and non-independent directors.

• Committees include Audit and Compliance, Compensation, and Nominating and Corporate Governance, all comprised of independent directors.

• The board regularly reviews its leadership structure and risk oversight practices, and has adopted stock ownership guidelines for directors and officers.