Zomedica (ZOM) Proxy filing summary

Executive summary

• Annual Meeting scheduled for June 10, 2026, to be held virtually, with voting on director elections, auditor ratification, executive compensation, and a by-law amendment regarding adjourned meetings.

• Shareholders of record as of April 21, 2026, are entitled to vote; each share carries one vote.

• Proxy materials and annual reports are available online, and the company uses notice-and-access provisions for distribution.

Voting matters and shareholder proposals

• Proposals include electing eight directors, ratifying Grant Thornton LLP as auditor for 2026, an advisory say-on-pay vote, and amending by-laws to limit adjourned meetings.

• Board recommends voting FOR all proposals.

• Shareholder proposals for the 2027 meeting must be submitted by December 29, 2026, and director nominations follow advance notice by-law procedures.

Board of directors and corporate governance

• Board consists of eight members, majority independent, with diverse backgrounds in healthcare, law, and business.

• Three standing committees: Audit, Compensation, and Nominating & Corporate Governance, all composed of independent directors.

• Board met five times in 2025; all directors attended at least 75% of meetings.

• Chairman and CEO roles are separated; Jeffrey Rowe is independent Chairman.

• Code of Ethics, insider trading, anti-hedging, and clawback policies are in place.