Tandem Diabetes Care (TNDM) Proxy filing summary

Executive summary

• Annual meeting scheduled for May 20, 2026, at 3:00 P.M. Pacific Time, with virtual participation available.

• Shareholders can vote online, by phone, mail, or during the virtual meeting, with deadlines set for May 18 and 19, 2026, depending on shareholding method.

Voting matters and shareholder proposals

• Election of nine directors for a one-year term expiring at the 2027 annual meeting.

• Advisory vote to approve compensation of named executive officers.

• Approval of the amended 2023 Long-Term Incentive Plan, increasing authorized shares.

• Amendment to the Certificate of Incorporation to allow removal of directors with or without cause, aligning with Delaware law.

• Amendment to limit officer liability to the maximum extent permitted by law and implement other DGCL updates.

• Ratification of Ernst & Young LLP as independent auditor for fiscal year ending December 31, 2026.

Board of directors and corporate governance

• Nine director nominees are presented for election, each recommended by the board.

• Proposed amendments to the Certificate of Incorporation address director removal and officer liability.