Picard Medical (PMI) Proxy Filing summary

Executive summary

• A special meeting of stockholders is scheduled for March 10, 2026, to be held entirely online, with voting available via internet, phone, or mail.

• The main purpose is to consider and vote on an amendment to increase authorized capital stock from 180,000,000 to 330,000,000 shares, including an increase in common stock from 150,000,000 to 300,000,000.

• The Board unanimously recommends voting in favor of the amendment, citing the need for flexibility in raising capital and meeting existing obligations.

Voting matters and shareholder proposals

• The sole proposal is to amend the Certificate of Incorporation to increase authorized shares of capital stock and common stock.

• Stockholders of record as of February 6, 2026, are entitled to vote, with each share of common stock entitled to one vote.

• The Board recommends a vote FOR the proposal.

• Approval requires a majority of shares present or represented by proxy and entitled to vote.

• Abstentions count as votes against; broker non-votes have no effect.

Board of directors and corporate governance

• The Board retains discretion to abandon the amendment even after stockholder approval if deemed not in the best interests of the company.

• The Board and management are authorized to vote on other matters that may arise at the meeting.