Orasure Technologies Inc

1. 1

   Election of Directors

   ManagementBoard: FOR

   Elect three Class II directors to serve until the 2029 annual meeting.

2. 2

   Ratification of Appointment of Independent Registered Public Accounting Firm

   ManagementBoard: FOR

   Ratify the appointment of Grant Thornton LLP as the company’s independent registered public accounting firm for 2026.

3. 3

   Advisory (Non-Binding) Vote to Approve Executive Compensation

   ManagementBoard: FOR

   Advisory (non-binding) vote to approve the compensation of the Company's named executive officers as disclosed in the proxy statement.

4. 4

   Amendment and Restatement of Stock Award Plan

   ManagementBoard: FOR

   Approve amendment and restatement of the Stock Award Plan to increase authorized shares by 5,000,000 and extend term by ten years.

   More detail

   This management proposal seeks shareholder approval to amend and restate the Company’s long-standing Stock Award Plan to increase the share reserve by 5,000,000 shares and extend the plan term by ten years. Management frames this as necessary to attract, retain, and compensate employees, directors and advisors competitively—particularly given the company’s diagnostics and healthcare peer group—and to provide flexibility for retention awards and potential acquisition-related grants. The Board notes current plan availability of 1,982,477 shares and forecasts the amendment would provide approximately one additional year of share availability at historical burn rates; it discloses overhang (14.26%) and recent burn rates (6.7% in 2025, 2.7% in 2024) and explains counting rules for different award types. The Board recommends a “FOR” vote, arguing the increase supports ongoing competitive equity grants and strategic flexibility, and provides the full amended plan text in Annex A for stockholder review.

5. 5

   Amendment to the Company’s Certificate of Incorporation to Declassify Board of Directors

   ManagementBoard: FOR

   Approve amendment to Certificate of Incorporation to phase out the classified board and declassify directors over a three-year period beginning with the 2027 annual meeting.

   More detail

   This management proposal requests approval to amend the Company’s Certificate of Incorporation to phase out the classified (staggered) board structure over a three-year period, commencing in 2027, so that directors up for election will serve one-year terms thereafter. Management argues this change responds to stockholder feedback favoring annual director elections as a means to enhance board accountability and independence. The amendment also adjusts removal provisions: directors elected to one-year terms will be removable with or without cause, whereas directors serving under preexisting three-year terms remain removable only for cause until their terms expire. The Board recommends a “FOR” vote, positioning declassification as good governance aligning with investor preferences while preserving orderly transition mechanics.

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When is the Orasure Technologies Inc 2026 annual meeting?

Orasure Technologies Inc (OSUR) holds its 2026 annual shareholder meeting on Wednesday, June 3, 2026.

What is the record date for the Orasure Technologies Inc 2026 meeting?

The record date for the Orasure Technologies Inc 2026 meeting is Friday, April 10, 2026. Shareholders of record on or before that date are eligible to vote.

Who are the director nominees for Orasure Technologies Inc's 2026 meeting?

The board is presenting 3 director nominees at the Orasure Technologies Inc 2026 meeting, listed with their independence status and background.

What proposals will shareholders vote on at the Orasure Technologies Inc 2026 meeting?

Shareholders will vote on 5 proposals at the Orasure Technologies Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.