OPKO Health (OPK) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for April 23, 2025, to be held virtually, with voting on director elections, executive compensation, auditor ratification, and other business.

• Eleven directors are nominated for election, all currently serving, with terms expiring at the 2026 annual meeting.

• Shareholders of record as of February 24, 2025, are entitled to vote, with one vote per share.

• The proxy statement and annual report are available online, and shareholders are encouraged to vote electronically or by mail.

Voting matters and shareholder proposals

• Proposals include election of eleven directors, advisory vote on executive compensation (Say on Pay), and ratification of Ernst & Young LLP as independent auditor for 2025.

• The Say on Pay vote is advisory; the Compensation Committee will consider results for future decisions.

• Shareholder proposals for the 2026 meeting must be received by November 14, 2025, for proxy inclusion.

Board of directors and corporate governance

• The board consists of eleven members, with a majority deemed independent under NASDAQ standards.

• Dr. Frost serves as CEO and Chairman; Mr. Pfenniger is the lead independent director.

• All standing committees (Audit, Compensation, Governance, Investment, Succession) are chaired by independent directors.

• The board met six times in 2024, with high attendance rates among directors.

• Director selection emphasizes diverse backgrounds, business/financial experience, and willingness to serve.