Treace Medical Concepts (TMCI) Proxy filing summary

Executive summary

• The annual meeting is scheduled for May 19, 2026, via virtual webcast, with voting available online, by phone, or mail.

• 2025 saw the launch of new minimally invasive bunion correction systems and expansion into biologics, with over 134,000 patients treated using the Lapiplasty® System since 2015.

• Revenue for 2025 was $212.7 million, up 1.6% year-over-year, with a net loss of $59.0 million and improved Adjusted EBITDA loss of $3.9 million.

• The company reduced cash usage, enhanced its sales force, and improved operations in 2025.

Voting matters and shareholder proposals

• Shareholders will vote on electing three Class II directors for three-year terms, an advisory vote on executive compensation, and ratification of Grant Thornton LLP as independent auditor for 2026.

• The board recommends voting FOR all proposals.

• Shareholder proposals for the 2027 meeting must be submitted by December 7, 2026.

Board of directors and corporate governance

• The board consists of seven members, six of whom are independent; the board is divided into three staggered classes.

• Board committees include Audit, Compensation, and Nominating & Corporate Governance, all with 100% independent membership.

• The CEO also serves as Board Chair, with a lead independent director role established for additional oversight.

• Directors are selected based on diverse skills, experience, and independence, with a focus on balanced board composition.