Pediatrix Medical Group (MD) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on May 7, 2026, with shareholders able to vote online, by phone, or by mail.

• Shareholders will vote on the election of nine directors, ratification of the auditor, an advisory say-on-pay vote, and approval of an amended incentive compensation plan.

• The company emphasizes operational stabilization, revenue cycle management transformation, and leadership transitions in 2025, positioning for improved performance in 2026.

Voting matters and shareholder proposals

• Proposals include electing nine directors, ratifying PricewaterhouseCoopers LLP as auditor, approving executive compensation for 2025, and amending the 2008 Incentive Compensation Plan.

• The board unanimously recommends voting FOR all proposals.

• Shareholders of record as of March 9, 2026, are entitled to vote; each share equals one vote.

• Shareholder proposals for the 2027 meeting must be submitted between September 28 and November 27, 2026.

Board of directors and corporate governance

• The board consists of nine nominees with diverse backgrounds in healthcare, finance, and management.

• All non-employee directors are independent per NYSE standards; the CEO is not independent.

• The board has Audit, Compensation and Talent, Nominating and Corporate Governance, and Strategy Committees.

• The Chair of the Board and CEO roles are combined; a Lead Independent Director is designated.

• Directors must retire at age 80; stock ownership and anti-hedging policies are in place.