Milestone Pharmaceuticals (MIST) Proxy filing summary

Executive summary

• The annual meeting is scheduled for June 10, 2026, to be held virtually, allowing shareholders to vote and participate online.

• Shareholders will vote on director elections, auditor appointment, an equity plan amendment, and a say-on-pay proposal.

• Proxy materials, including the annual report, are available online, with options for electronic or paper delivery.

• Voting can be done online, by phone, mail, or during the virtual meeting, with detailed instructions provided.

Voting matters and shareholder proposals

• Election of eight directors to serve until the 2027 annual meeting.

• Ratification of PricewaterhouseCoopers LLP as auditor until the 2027 annual meeting and authorization for the board to set remuneration.

• Approval of an amendment to the 2019 Equity Incentive Plan to increase shares authorized for issuance by 6,800,000.

• Non-binding advisory vote on executive compensation (say-on-pay).

• Shareholder proposals and director nominations for the 2027 meeting must be submitted by specified deadlines.

Board of directors and corporate governance

• Board consists of eight members, seven of whom are independent; the CEO is the only non-independent director.

• Board committees include Audit, Compensation, and Nominating and Corporate Governance, all composed of independent directors.

• The board chair is independent, and directors are elected annually with no classified board structure.

• Directors had a 99% attendance rate for board meetings and 93% for committee meetings in the last year.

• The company maintains a robust code of business conduct and ethics and prohibits pledging or margin purchases of its securities by insiders.