Vyome (HIND) Proxy filing summary

Executive summary

• Annual Meeting scheduled for April 15, 2026, to vote on director elections, capital structure changes, auditor ratification, and executive compensation.

• Board recommends voting in favor of all proposals, including reducing authorized common stock and ratifying the new auditor.

• Forward-looking statements highlight risks and uncertainties, with reference to the 2025 Annual Report for further details.

Voting matters and shareholder proposals

• Election of Venkat Nelabhotla and John Tincoff as Class II directors to serve until 2029.

• Proposal to amend the certificate of incorporation to reduce authorized common stock from 300,000,000 to 50,000,000 shares.

• Ratification of Kreit & Chiu CPA LLP as independent auditor for fiscal year ending December 31, 2026.

• Advisory vote on executive compensation for named executive officers.

• Procedures for submitting shareholder proposals for the 2027 annual meeting outlined.

Board of directors and corporate governance

• Board consists of six members with staggered three-year terms and specific designation rights per the certificate of incorporation.

• Committees include audit, compensation, nominating and governance, and an AI committee focused on healthcare AI initiatives.

• Majority of directors are independent under SEC and Nasdaq rules.

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