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908 Devices Inc.

For the period ended Jun 12, 2025. Filed Apr 28, 2025.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Jun 12, 2025 · Filed Apr 28, 2025

Use the contents to explore the available documents and sections.

MASS$10.56+4.0%Stored close · as of Nov 6, 2026
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PROXY STATEMENT

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PROXY STATEMENT

FOR THE 2025 ANNUAL MEETING OF STOCKHOLDERS

TO BE HELD JUNE 12, 2025

This Proxy Statement contains information about the 2025 Annual Meeting of Stockholders, or Annual Meeting, of 908 Devices Inc., which will be held on Thursday, June 12, 2025 at 10:00 a.m. Eastern Time, solely by means of remote communication in a virtual-only format. You will not be able to attend the Annual Meeting physically. You will be able to attend and participate in the Annual Meeting online by visiting https://meetnow.global/M5UTCGT, where you will be able to listen to the meeting live, submit questions and vote. The board of directors of 908 Devices Inc. is using this Proxy Statement to solicit proxies for use at the Annual Meeting. In this Proxy Statement, the terms “908 Devices,” “the Company,” “we,” “us,” and “our” refer to 908 Devices Inc. and its subsidiaries. The mailing address of our principal executive offices is 908 Devices Inc., 645 Summer Street, Suite 201, Boston, Massachusetts 02210.

All properly submitted proxies will be voted in accordance with the instructions contained in those proxies. If no instructions are specified, the proxies will be voted in accordance with the recommendation of our board of directors with respect to each of the matters set forth in the accompanying Notice of 2025 Annual Meeting of Stockholders. You may revoke your proxy at any time before it is exercised at the meeting by giving our Corporate Secretary written notice to that effect.

We made this Proxy Statement and our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, or 2024 Annual Report, available to our stockholders of record as of April 17, 2025, or Record Date, on or about April 28, 2025.

We are an “emerging growth company” under applicable federal securities laws and therefore permitted to conform with certain reduced public company reporting requirements. As an emerging growth company, we provide in this Proxy Statement the scaled disclosure permitted under the Jumpstart Our Business Startups Act of 2012, or JOBS Act, including the compensation disclosures required of a “smaller reporting company,” as that term is defined in Rule 12b-2 promulgated under the Securities Exchange Act of 1934, as amended, or Exchange Act. In addition, as an emerging growth company, we are not required to conduct votes seeking approval, on an advisory basis, of the compensation of our named executive officers or the frequency with which such votes must be conducted, and we are not required to disclose pay versus performance information under Item 402(v) of Regulation S-K. We will remain an “emerging growth company” until the earliest of: (i) December 31, 2025; (ii) the last day of the fiscal year in which our total annual gross revenue is equal to or more than $1.235 billion; (iii) the date on which we have issued more than $1.0 billion in nonconvertible debt during the previous three years; or (iv) the date on which we are deemed to be a “large accelerated filer” under the rules of the Securities and Exchange Commission, or SEC. Even after we are no longer an “emerging growth company,” we may remain a “smaller reporting company.”

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR

THE ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON JUNE 12, 2025

This Proxy Statement and our 2024 Annual Report are available for viewing, printing and downloading at www.envisionreports.com/MASS. To view these materials, please have your control number available that appears on your Stockholder Meeting Notice or proxy card. On this website, you can also elect to receive future distributions of our proxy statements and annual reports to stockholders by electronic delivery.

A copy of our 2024 Annual Report, as filed with the U.S. Securities and Exchange Commission, or SEC, on March 7, 2025, except for exhibits, will be furnished without charge to any stockholder upon written request to 908 Devices Inc., 645 Summer Street, Suite 201, Boston, Massachusetts 02210, Attention: Corporate Secretary or by email to secretary@908devices.com. This Proxy Statement and our 2024 Annual Report are also available on the SEC’s website at www.sec.gov, or in the “Investors” section of our website at https://ir.908devices.com/.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.