OPKO Health (OPK) Proxy filing summary

Voting matters and shareholder proposals

• Proposal to approve the 2026 Equity Incentive Plan, as the previous 2016 plan expired in February 2026 and no shares remain available under it.

• Board recommends voting in favor of the new equity plan to enable continued equity-based compensation.

• If the new plan is not approved, the company will be unable to grant new equity awards, potentially increasing cash compensation and reducing alignment with investors.

• Shareholders can change or revoke their proxy votes before the annual meeting through several methods, including submitting a new proxy card or voting virtually.

Executive compensation and say-on-pay

• Long-term equity-based compensation is a significant part of the overall compensation program for directors, executives, and employees.

• Expiration of the previous plan may lead to increased cash compensation if the new plan is not approved.

• The new plan is intended to help attract, retain, and motivate key talent.

Board of directors and corporate governance

• The board has reaffirmed its recommendation to approve the 2026 Equity Incentive Plan.