Medline (MDLN) Proxy filing summary

Voting matters and shareholder proposals

• Election of 12 directors is up for shareholder vote at the 2026 Annual Meeting, with board recommendations provided for each nominee.

• Advisory vote to approve executive compensation is included on the ballot.

• Advisory vote on the frequency of future executive compensation votes is presented, with a 1-year frequency recommended.

• Ratification of Ernst & Young LLP as independent auditor for fiscal year 2026 is proposed.

• Proxies may vote on other matters arising at the meeting or any adjournment.

Board of directors and corporate governance

• Twelve director nominees are listed for election, including Charles N. Mills, Joseph P. Baratta, and others.

Executive compensation and say-on-pay

• Shareholders are asked to approve executive compensation through an advisory vote.

• Advisory vote on the frequency of executive compensation votes is included, with a 1-year interval recommended.