Orchestra BioMed (OBIO) Proxy filing summary

Voting matters and shareholder proposals

• Election of three Class III directors: David Hochman, Darren Sherman, and Eric Fain, with board recommendation to vote for all nominees.

• Ratification of Ernst & Young LLP as independent registered public accounting firm for fiscal year ending December 31, 2026.

• Approval of the 2026 Employee Stock Purchase Plan is proposed.

• Advisory (non-binding) vote to approve compensation of named executive officers.

• Advisory (non-binding) vote on the frequency of future say-on-pay votes, with a recommendation for annual votes.

Board of directors and corporate governance

• Board recommends all director nominees for election to Class III positions.

• Annual meeting to be held virtually on June 23, 2026, at 12:00 p.m. Eastern Time.

Executive compensation and say-on-pay

• Advisory resolution seeks shareholder approval of named executive officer compensation.

• Shareholders to vote on the frequency of future advisory votes on executive compensation.