Sanara MedTech (SMTI) Proxy filing summary

Executive summary

• Annual Meeting scheduled for June 4, 2026, will be held virtually to maximize shareholder participation and efficiency.

• Shareholders will vote on the election of nine directors, ratification of the independent auditor, executive compensation, and the frequency of future say-on-pay votes.

• Board recommends voting for all director nominees, for the auditor, for executive compensation, and for a three-year frequency on say-on-pay.

• Proxy materials and annual report are available online, and multiple voting methods are provided for convenience.

Voting matters and shareholder proposals

• Proposals include: election of nine directors, ratification of Weaver and Tidwell, L.L.P. as auditor, advisory approval of executive compensation, and advisory vote on frequency of future say-on-pay votes.

• Board recommends voting for all proposals and a three-year frequency for say-on-pay.

• Shareholders may submit proposals for the 2027 meeting by December 18, 2026, or nominate directors per bylaw procedures.

Board of directors and corporate governance

• Board consists of nine directors with diverse backgrounds in healthcare, finance, and industry leadership.

• Six directors are independent under Nasdaq rules.

• Board committees include audit, compensation, nominating and corporate governance, and corporate development, each with defined charters and responsibilities.

• Board leadership is separated between Executive Chairman and CEO roles.

• Code of Ethics and insider trading policy are in place for all directors, officers, and employees.