biote (BTMD) Proxy Filing summary

Executive summary

• The annual meeting will be held virtually on May 13, 2025, with stockholders able to participate, vote, and ask questions online.

• Stockholders will vote on electing two Class III directors and ratifying Deloitte & Touche LLP as the independent auditor for 2025.

• Only stockholders of record as of March 24, 2025, are eligible to vote.

• Proxy materials and the 2024 Annual Report are available online, and multiple voting methods are provided.

Voting matters and shareholder proposals

• Proposal 1: Elect Marc D. Beer and Bret Christensen as Class III directors until 2028.

• Proposal 2: Ratify Deloitte & Touche LLP as independent auditor for fiscal year 2025.

• Board recommends voting “For” both proposals.

• Stockholder proposals for the 2026 meeting are due by December 3, 2025, for proxy inclusion.

Board of directors and corporate governance

• Board consists of seven members divided into three staggered classes.

• Majority of directors are independent; only the Executive Chairman and CEO are not.

• Board committees: Audit, Compensation, and Nominating and Corporate Governance, all with independent members.

• Board met nine times in 2024; committee meetings were held regularly.

• Board leadership structure separates CEO and Executive Chairman roles, with a lead independent director appointed.