Privia Health Group (PRVA) Proxy Filing summary

Executive summary

• Clarifies that the board's position on the classified board structure remains unchanged and is not intended to be permanent.

• Board will continue to evaluate the classified board structure as the company grows and in response to stockholder feedback.

• The supplement addresses feedback from Institutional Shareholder Services (ISS) regarding governance disclosures.

• Forward-looking statements are included, highlighting potential changes as the company matures.

Voting matters and shareholder proposals

• ISS recommended a WITHHOLD vote for a governance committee member due to lack of a sunset provision for the classified board.

• Board urges stockholders to vote FOR all proposals at the 2025 Annual Meeting.

Board of directors and corporate governance

• Board has engaged in substantial stockholder outreach, contacting holders of over 80% of outstanding shares.

• Stockholders representing 11% of shares participated in governance and ESG discussions.

• Board has added five new directors and removed supermajority vote requirements since IPO.

• Ongoing evaluation of governance practices is planned, with regular communication with stockholders.

• Board will review governance structure as market capitalization and company maturity increase.