IRadimed (IRMD) Proxy filing summary

Executive summary

• The annual meeting is scheduled for June 23, 2026, at the company’s principal executive offices in Orlando, Florida, with voting available in person, by proxy, online, phone, or mail.

• Stockholders as of April 24, 2026, are entitled to vote on director elections, auditor ratification, and executive compensation.

• Proxy materials and the 2025 Annual Report are available online and by request.

Voting matters and shareholder proposals

• Stockholders will vote on: (1) election of five directors, (2) ratification of RSM US LLP as independent auditor for 2026, and (3) a non-binding advisory vote on 2025 executive compensation.

• The board recommends voting “FOR” all director nominees and both proposals.

• Procedures for submitting shareholder proposals and director nominations for the 2027 meeting are detailed, with specific deadlines.

Board of directors and corporate governance

• The board consists of five nominees, including the CEO, with a majority of independent directors.

• Board committees include Audit and Compensation, both comprised solely of independent directors.

• The board does not have a standing nominating committee; director nominations are handled by the board.

• Directors are evaluated on experience, independence, and alignment with company strategy.

• Non-employee directors receive cash retainers and annual RSU awards; attendance at meetings is tracked.