Senseonics (SENS) Proxy filing summary

Executive summary

• The annual meeting is scheduled for May 20, 2026, and will be held virtually to enhance accessibility and align with sustainability goals.

• Six key proposals are up for vote, including director elections, executive compensation, auditor ratification, an increase in authorized shares, and a new equity incentive plan.

• Only stockholders of record as of March 26, 2026, are entitled to vote.

Voting matters and shareholder proposals

• Proposals include electing three directors, advisory votes on executive compensation and its frequency, ratification of KPMG LLP as auditor, doubling authorized common shares, and approval of the 2026 Equity Incentive Plan.

• The board recommends voting for all proposals and for annual say-on-pay votes.

• Shareholders can vote online, by phone, mail, or during the virtual meeting.

Board of directors and corporate governance

• The board consists of nine members divided into three classes, with a majority deemed independent under Nasdaq rules.

• Leadership structure separates the roles of CEO and independent Chairman.

• Three standing committees: Audit, Compensation, and Nominating & Corporate Governance, all composed of independent directors.

• Directors are encouraged, but not required, to attend the annual meeting.