Prime Medicine (PRME) Proxy filing summary

Executive summary

• The annual meeting is scheduled for June 5, 2026, to be held virtually, with shareholders able to vote online, by phone, or by mail.

• Key proposals include electing two Class I directors and ratifying PricewaterhouseCoopers LLP as the independent auditor for 2026.

• The company continues to use internet-based proxy materials to reduce costs and environmental impact.

• As of the record date, there were 180,615,889 shares outstanding, each entitled to one vote.

Voting matters and shareholder proposals

• Shareholders will vote on electing Michael Kelly and David Schenkein, M.D. as Class I Directors for three-year terms.

• Ratification of PricewaterhouseCoopers LLP as the independent registered public accounting firm for 2026 is on the agenda.

• The board recommends voting FOR both proposals.

• Shareholders may submit proposals for the 2027 meeting between February 5 and March 7, 2027.

Board of directors and corporate governance

• The board is divided into three staggered classes, with eight current members.

• Board leadership is separated between the Executive Chair and CEO roles.

• All directors except the CEO and Executive Chair are considered independent.

• Committees include audit, compensation, and nominating/governance, each with defined charters and independent members.

• The board met eight times in 2025, with high attendance rates.

• A Code of Business Conduct and Ethics and insider trading policy are in place.