OPKO Health (OPK) Proxy filing summary

Executive summary

• Annual Meeting scheduled for June 18, 2026, to be held virtually, with voting on key proposals including director elections, equity incentive plan, executive compensation, and auditor ratification.

• Record date for voting is April 20, 2026, with 755,092,256 shares outstanding and each share entitled to one vote.

• Proxy materials, including the 2025 Annual Report, were distributed starting April 30, 2026.

Voting matters and shareholder proposals

• Election of eleven directors for terms expiring at the 2027 annual meeting.

• Approval of the 2026 Equity Incentive Plan to replace the 2016 plan, authorizing 30 million new shares for awards.

• Advisory vote on executive compensation (Say on Pay).

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

• Other business as may properly come before the meeting.

Board of directors and corporate governance

• Board consists of 11 members, majority independent per NASDAQ standards.

• Lead independent director identified; all standing committees chaired by independent directors.

• Board met six times in 2025; high attendance by directors.

• Committees include Audit, Compensation, Corporate Governance and Nominating, Independent Investment, and Succession.

• Director selection emphasizes diverse backgrounds and experience; no formal diversity policy but diversity considered.