Merit Medical Systems (MMSI) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on May 13, 2026, with shareholders able to vote online, by phone, or by mail.

• 2025 saw record revenue of $1.516 billion, 11.8% growth, and strong free cash flow, driven by U.S. and EMEA sales.

• A CEO transition occurred in October 2025, with Martha G. Aronson appointed as President and CEO.

• The company completed the second year of its Continued Growth Initiatives (CGI) Program, achieving key financial targets.

• Major acquisitions included Biolife Delaware, L.L.C. and the C2 CryoBalloon device from Pentax.

Voting matters and shareholder proposals

• Shareholders will vote on: election of four directors, advisory say-on-pay, approval of the 2026 Equity Incentive Plan, approval of the 2026 Employee Stock Purchase Plan, and ratification of Deloitte as auditor.

• Board recommends voting FOR all proposals.

• Shareholder proposals for the 2027 meeting must be submitted by December 3, 2026.

Board of directors and corporate governance

• Board consists of ten directors, nine of whom are independent; recent refreshment increased diversity and expertise.

• CEO and Chair roles are separated; F. Ann Millner is the independent Chair.

• Board committees (Audit, Compensation, Governance, Finance) are composed solely of independent directors.

• Annual board and committee evaluations are conducted, with a three-year cycle for comprehensive assessment.

• No poison pill or dual-class structure; majority voting for directors.