SeaStar Medical (ICU) Proxy filing summary

Executive summary

• The annual meeting is scheduled for June 17, 2026, and will be held virtually, allowing shareholders to vote and submit questions online.

• Shareholders of record as of April 24, 2026, are entitled to vote on key proposals, including director election, equity plan amendment, auditor ratification, and potential adjournment.

• The proxy materials include the annual report, voting instructions, and details on how to participate in the meeting.

Voting matters and shareholder proposals

• Proposal 1: Election of John Neuman as Class I director to serve until the 2029 annual meeting.

• Proposal 2: Amendment and restatement of the 2022 Equity Incentive Plan to increase authorized shares from 207,046 to 896,546.

• Proposal 3: Ratification of WithumSmith + Brown, PC as independent registered public accounting firm for fiscal year ending December 31, 2026.

• Proposal 4: Approval to adjourn or postpone the meeting if necessary for further solicitation of proxies.

• Board recommends voting FOR all proposals.

Board of directors and corporate governance

• The board consists of five members divided into three staggered classes, with a majority deemed independent under Nasdaq standards.

• Jennifer Baird serves as Chair of the Board; Eric Schlorff is CEO and director.

• Committees include Audit, Compensation, and Nominating and Corporate Governance, each with independent directors.

• The board has adopted a Code of Business Conduct and Ethics and an Insider Trading Policy.

• The Nominating and Corporate Governance Committee considers diversity, experience, and independence in director selection.