SI-BONE, Inc.
For the period ended Dec 31, 2025. Filed Apr 21, 2026.
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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.
Dec 31, 2025 · Filed Apr 21, 2026
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SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
(Amendment No.__)
Filed by the Registrantþ
Filed by a Party other than the Registrant¨
Check the appropriate box:
¨ Preliminary Proxy Statement
¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
þ Definitive Proxy Statement
¨ Definitive Additional Materials
¨ Soliciting Material Pursuant to § 240.14a-12
SI-BONE, INC.
(Name of Registrant as Specified In Its Charter)
N/A
(Name of Person(s) Filing Proxy Statement if Other Than the Registrant)
Payment of Filing Fee (Check all boxes that apply)
þ No fee required.
¨ Fee paid previously with preliminary materials.
¨ Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.
471 El Camino Real, Suite 101 Santa Clara, California 95050
Invitation to 2026 Annual Meeting of Stockholders
DATE: Thursday, June 4, 2026
TIME: 8:00 a.m., Pacific Time
Dear Stockholders:
It is my pleasure to invite you to attend SI-BONE’s Annual Meeting of Stockholders (the “Annual Meeting”) on Thursday, June 4, 2026 at 8:00 a.m., Pacific Time. The attached Notice of Annual Meeting of Stockholders and Proxy Statement will serve as your guide to the business we will conduct at the Annual Meeting.
We made significant and measurable progress during 2025, including the following:
Achieved worldwide revenue of $200.9 million, representing an annual increase of ~20%;
Over 2,400 U.S. physicians performed nearly 22,000 procedures;
Surpassed 140,000 procedures performed by physicians worldwide since inception;
Net loss of $18.9 million, representing an annual improvement of ~39%;
Delivered positive Adjusted EBITDA 1 of $8.9 million, as compared to a loss of $5.1 million in 2024;
Exited the year with a solid balance sheet with $147.8 million in cash and equivalents;
Launched iFuse TORQ across Europe; and
Granted New Technology Add-On Payment effective October 1, 2025, providing incremental reimbursement to hospitals for eligible inpatient procedures using iFuse TORQ TNT.
We will hold our Annual Meeting virtually in an effort to make it convenient for our stockholders to attend. During our Annual Meeting, we will discuss each item of business described in the Notice of Annual Meeting and Proxy Statement enclosed with this letter, which we encourage you to read carefully. We will also address any questions submitted before or during the Annual Meeting.
Your vote is very important to us, and I urge you to vote your shares as promptly as possible. You may vote by Internet or by telephone. If you received a paper copy of the proxy card by mail, you may sign, date, and return the proxy card in the enclosed envelope.
Finally, I continue to be humbled by the exceptional performance of the entire SI-BONE team, working diligently to introduce new products and continuing to train and educate physicians to grow our core business. On behalf of the Board, management team and employees, thank you for your continued confidence and support as we advance our mission to help patients rise up and reach for the stars. We look forward to your participation in this year’s Annual Meeting.
Sincerely yours,
/s/ Laura Francis
Laura Francis
Chief Executive Officer
1 For a full reconciliation of Adjusted EBITDA to net loss, the most directly comparable financial measure calculated in accordance with generally accepted accounting principles, see Appendix A to this proxy statement.
471 El Camino Real, Suite 101 Santa Clara, California 95050
Notice of Annual Meeting of Stockholders
Dear Stockholder:
You are cordially invited to attend the virtual Annual Meeting of Stockholders of SI-BONE, Inc., a Delaware corporation. The meeting will be a completely virtual meeting of stockholders and will be held on Thursday, June 4, 2026 at 8:00 a.m. Pacific Time by live webcast as described in the Proxy Statement accompanying this Notice. The Annual Meeting is being held for the following purposes:
| 1 | To elect the Board of Directors’ two nominees for director to serve until the 2029 Annual Meeting of Stockholders or until their successors are elected and qualified. |
| 2 | To ratify the selection by the Audit Committee of the Board of Directors of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2026. |
| 3 | To provide an advisory, non-binding vote on the compensation of our named executive officers, as disclosed in this proxy statement. |
| 4 | To conduct any other business properly brought before the meeting. |
These items of business are more fully described in the Proxy Statement accompanying this Notice.
You will be able to attend the virtual Annual Meeting and submit your questions and vote your shares online during the meeting, by visiting www.virtualshareholdermeeting.com/SIBN2026 and using your 16-digit control number provided on your proxy card or voting instruction card to enter the virtual Annual Meeting. You will only be able to submit your questions and vote your shares by using your 16-digit control number provided on your proxy card or voting instruction card to enter the virtual Annual Meeting. Without your 16-digit control number, you will only be able to enter as a guest in “listen-only” mode and will not be able to submit your questions or vote your shares. Therefore, it is important to retain a copy of your proxy card or voting instruction card to enable you to gain participation access to the virtual Annual Meeting.
The stockholder list will also be available during the Annual Meeting at www.virtualshareholdermeeting.com/SIBN2026. Instructions on how stockholders of record can view the stockholder list during the Annual Meeting are posted at www.virtualshareholdermeeting.com/SIBN2026. The record date for the Annual Meeting is April 6, 2026. Only stockholders of record at the close of business on that date may vote at the meeting or any adjournment thereof.
By Order of the Board of Directors,
/s/ Michael A. Pisetsky
Michael A. Pisetsky
Secretary and Chief Business & Legal Affairs Officer
Santa Clara, California
Important Notice Regarding the Availability of Proxy Materials for the 2026 Annual Meeting of Stockholders to be Held on June 4, 2026 via live webcast at www.virtualshareholdermeeting.com/SIBN2026. You will need the 16-digit control number provided on the proxy or information card in order to gain participation access to the Annual Meeting.The proxy statement and annual report to stockholders are available at www.proxyvote.com.
471 El Camino Real, Suite 101 Santa Clara, California 95050
You are cordially invited to attend the meeting by live webcast as described in the proxy statement accompanying this notice. Whether or not you expect to attend the meeting, please vote as soon as possible in order to ensure your representation at the meeting. You may vote over the internet or by a toll-free telephone number, or you may vote by mailing a completed, signed and dated proxy card or voting instruction card in the envelope provided with the proxy card or voting instruction card. Please note that any stockholder attending the virtual Annual Meeting may vote online during the meeting, even if the stockholder has already returned a proxy card or voting instruction card. Please see the instructions in the attached proxy statement and on your proxy card or voting instruction card.
Proxy Statement for the 2026 Annual Meeting of Stockholders
TO BE HELD ON June 4, 2026
IMPORTANT NOTICE REGARDING THE INTERNET AVAILABILITY OF PROXY MATERIALS FOR THE ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON June 4, 2026
This proxy statement and our 2026 Annual Report to Stockholders, which includes our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, are available on our website at https://investor.si-bone.com/financial-information/sec-filings and www.proxyvote.com.
MEETING AGENDA
| Proposal Description | Vote Required for Approval | |
| 1 | To elect the Board of Directors’ two nominees for director to serve until the 2029 Annual Meeting of Stockholders or until their successors are elected and qualified. | The two nominees receiving the most “For” votes will be elected; and “Withheld” votes will have no effect. |
| 2 | To ratify the selection by the Audit Committee of the Board of Directors of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2026. | “For” votes from the holders of a majority of shares present, via webcast or represented by proxy and entitled to vote on the matter. |
| 3 | To provide an advisory, non-binding vote on the compensation of our named executive officers, as disclosed in this proxy statement. | “For” votes from the holders of a majority of shares present, via webcast or represented by proxy and entitled to vote on the matter. |
Table of Contents
| Page | |
|---|---|
| Questions and Answers about these Proxy Materials and Voting | 1 |
| Proposal No. 1 Election of Directors | 7 |
| Information Regarding the Board of Directors and Corporate Governance | 15 |
| Proposal No. 2 Ratification of Selection of Independent Registered Public Accounting Firm | 23 |
| Proposal No. 3 Advisory, Non-Binding Vote on Executive Compensation | 25 |
| Security Ownership of Certain Beneficial Owners and Management | 26 |
| Management | 28 |
| Executive Compensation | 29 |
| Certain Relationships and Related Party Transactions | 55 |
| Indemnification Agreements | 55 |
| Householding of Proxy Materials | 56 |
| Other Matters | 56 |
| APPENDIX A | 57 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.