P3 Health Partners (PIII) Proxy filing summary

Executive summary

• The annual meeting is scheduled for June 9, 2026, and will be held virtually, allowing shareholders to attend and vote online using a unique control number.

• Shareholders of record as of April 10, 2026, are entitled to vote on all matters presented at the meeting, with each share of Class A and Class V common stock carrying one vote.

• The proxy statement and annual report are available online, and shareholders are encouraged to vote promptly via internet, phone, or mail to ensure quorum and representation.

Voting matters and shareholder proposals

• Four main proposals: (1) election of three Class II directors for terms expiring in 2029, (2) ratification of BDO USA, P.C. as independent auditor for 2026, (3) advisory approval of executive compensation (say-on-pay), and (4) approval of issuance of up to 3,341,130 shares of Class A common stock upon exercise of warrants held by VBC Growth SPV 5, LLC.

• Board recommends voting FOR all proposals.

• Voting requirements: plurality for director election; majority of votes cast for other proposals; abstentions and broker non-votes generally have no effect.

• Shareholder proposals for the 2027 annual meeting must be submitted by December 31, 2026, for inclusion in proxy materials.

Board of directors and corporate governance

• Board consists of nine members divided into three staggered classes, with directors serving three-year terms.

• Majority of directors are independent per Nasdaq standards; independent directors meet in executive session at least twice per year.

• Board leadership is separated, with an independent Chair and a majority of independent directors.

• Board committees: Audit Committee (three independent members, four meetings in 2025) and Compensation and Nominating Committee (four independent members, four meetings in 2025).

• Corporate governance documents, including Code of Ethics and committee charters, are available on the company website.