Hyperfine (HYPR) Proxy filing summary

Executive summary

• Annual meeting scheduled for May 21, 2026, will be held virtually to enhance participation and reduce costs and environmental impact.

• Focus remains on expanding global access to portable, AI-powered MRI systems, with recent regulatory clearances in the US, Europe, and India.

• Strategic priorities include broader adoption of the Swoop® system, continued innovation, and commercial expansion across multiple care sites and geographies.

• Forward-looking statements highlight ongoing product development, commercial plans, and risk factors as outlined in the latest 10-K.

Voting matters and shareholder proposals

• Shareholders will vote to elect five directors for one-year terms and to ratify Grant Thornton LLP as the independent auditor for fiscal 2026.

• Board recommends voting in favor of all nominees and the auditor ratification.

• Voting rights: Class A shares have one vote each; Class B shares have twenty votes each.

• Dr. Rothberg, as the sole holder of Class B shares, controls a majority of voting power.

Board of directors and corporate governance

• Board consists of five members, with three deemed independent under Nasdaq rules.

• Board committees include audit, compensation, nominating and corporate governance, and a newly formed strategy committee.

• Controlled company exemption applies due to Dr. Rothberg’s majority voting power, allowing exemptions from certain Nasdaq governance requirements.

• Board leadership structure separates the roles of chairperson and CEO.

• Corporate governance guidelines and codes of conduct are in place and publicly available.