📄 What This Document Is 📜

This document is a Proxy Statement (DEF 14A). Think of it as a mandatory "Who's Who and What's Happening" guide for the company's annual meeting. It is a legal filing that explains the specific business items that the company's stockholders are required to vote on and provides comprehensive background information on the management and board.

👉 This document is not an earnings report; it is primarily about corporate governance, director elections, and company structure. It tells shareholders how they can exercise their voting power.

🏥 Company Overview and Achievements 🩺

SI-BONE, Inc. is a company operating in the medical device sector, focusing on innovative procedures like iFuse TORQ. The company reports that it has achieved significant scale and operational progress during the year 2025.

👉 In 2025, the company achieved worldwide revenue of $200.9 million, representing an annual increase of approximately 20%. This signals robust market adoption of their devices.

Key operational metrics for 2025 include:

• Procedures Performed: Over 2,400 U.S. physicians performed nearly 22,000 procedures, contributing to a total of over 140,000 procedures performed by physicians worldwide since the company’s inception.
• Financial Health: The company recorded a net loss of $18.9 million, which represents an annual improvement of approximately 39%.
• EBITDA Improvement: The company delivered positive Adjusted EBITDA of $8.9 million, a significant improvement compared to a loss of $5.1 million in 2024.
• Cash Position: SI-BONE exited the year with a solid balance sheet holding $147.8 million in cash and equivalents.
• Product Expansion: They successfully launched iFuse TORQ across Europe and granted a New Technology Add-On Payment effective October 1, 2025, providing incremental reimbursement to hospitals for eligible inpatient procedures using iFuse TORQ TNT.

🗓️ Annual Meeting Logistics and Voting 🗳️

The Annual Meeting of Stockholders is a formal event where shareholders vote on important company issues. The meeting is scheduled for Thursday, June 4, 2026, at 8:00 a.m. Pacific Time, and will be held entirely virtually via live webcast.

👉 Stockholders are highly encouraged to vote by proxy (mail, phone, or internet) rather than attending, ensuring their vote is counted regardless of their ability to log in.

Key Dates to Note:

• Record Date: The date that determines who is eligible to vote is April 6, 2026. Only stockholders of record at the close of business on this date can vote.
• Voting Deadline: The internet vote must be received by 8:59 p.m., Pacific Time on June 3, 2026 to be counted.
• Voting Method: Stockholders must use their 16-digit control number (provided on the proxy card) to gain full participation access to vote and submit questions.

🏛️ The Three Items Before Vote 📜

The meeting has three specific, mandatory items of business that require shareholder votes. Understanding these votes is critical because they govern the company's leadership and external auditors.

👉 Shareholders will vote on:

1. Election of Directors: Electing two nominees to serve until the 2029 Annual Meeting.
2. Ratification of Auditor: Approving the selection of PricewaterhouseCoopers LLP (PwC) as the independent public accounting firm for the fiscal year ending December 31, 2026.
3. Executive Compensation: Providing an advisory, non-binding vote on the compensation of the company’s named executive officers.

🧠 Board Governance and Committees 🧩

The corporate governance section outlines how the company is structured and overseen by the Board of Directors. The board is divided into three classes, and all committees are responsible for critical functions to ensure the company operates legally and responsibly.

👉 The Board has three standing committees, each with distinct oversight responsibilities:

• Audit Committee: Led by Ms. Hilleman, its main role is overseeing financial reporting, accounting, auditing matters, and cybersecurity.
• Compensation Committee: Led by Mr. Davis, this committee manages compensation policies and recommends packages for executive officers and directors.
• Nominating and Corporate Governance Committee: Led by Ms. Nishimura, this committee handles finding and vetting potential board candidates and overseeing corporate governance practices.

👤 Leadership and Board Members 🧑‍💼

The proxy statement provides extensive biographies of the directors and officers. A significant amount of detail is provided regarding their professional experience, showing deep industry knowledge.

👉 The Board includes veteran leaders such as:

• Jeffrey W. Dunn (Chairperson): A long-time presence, he is expected to become independent on May 1, 2026.
• Laura A. Francis (CEO): Has deep experience in finance, serving as CFO/VP of Finance for major companies, including Promega Corporation.
• John G. Freund, M.D.: Brings expertise from venture capital and has served on the boards of multiple major medical device and biotech companies.
• Timothy E. Davis, Jr.: Is the Lead Independent Director and brings experience from the orthopedic implant industry.
• Jeryl L. Hilleman: Brings over 20 years of experience as a public company CFO across several healthcare and medical device companies.
• Mika Nishimura: Has deep experience in the commercialization phases of medical device companies.

⚖️ Governance Standards and Roles 🧭

The board structure emphasizes corporate governance standards, specifically relating to independence. These standards are crucial for maintaining trust with investors and regulatory bodies like Nasdaq.

👉 Independence: The Board emphasizes that a majority of directors are independent, as required by Nasdaq listing standards. While Mr. Dunn and Ms. Francis are not independent due to their roles, the Board confirms that the majority of members meet the required standard.

Board Structure: The Board of Directors is currently chaired by Mr. Dunn. The Board believes separating the roles of Chairperson and CEO is best, allowing the Chairperson to act as a "bridge between management and the Board."

🗺️ Administrative Contact Information 📧

For stockholders and shareholders wishing to review the proxy materials or submit questions, specific contact channels are provided.

👉 Online Resources: The proxy statement and Annual Report are available at www.proxyvote.com, and the meeting will be held at www.virtualshareholdermeeting.com/SIBN2026. Official Correspondence Addresses:

• For general communications, emails are directed to [email protected].
• For proposals, the Secretary's office can receive written recommendations at 471 El Camino Real, Suite 101, Santa Clara, California 95050, or after July 1, 2026, at 88 W Plumeria Dr, San Jose, California 95131.

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🧠 The Analogy 🧺

Voting on a proxy statement is like being a committee member at a school parent-teacher conference. The school (SI-BONE) is presenting proposals—like electing new department heads (Directors) or approving the budget (Compensation/Auditing). You, the parent (Shareholder), aren't running the meeting, but you have the power to vote for or against these essential appointments and policies, ensuring the school stays on track with its long-term goals.

🧩 Final Takeaway 🚀

The filing signals a financially improving company with strong operational growth and a clear path for future product reimbursement. The most important action for shareholders is to read the specific proposals and vote promptly, as governance decisions on the Board and its financial oversight are required to proceed.