TREACE MEDICAL CONCEPTS, INC.

Role of the Compensation Committee. The Compensation Committee is responsible for establishing and administering the annual incentive programs for the NEOs, overseeing and administering our equity incentive plans, and setting the target total direct compensation opportunities for the NEOs other than the CEO. The Compensation Committee recommends the target total direct compensation opportunity for our CEO to the independent members of our Board for their approval.

Role of Outside Consultants. From time to time, the Compensation Committee may use outside compensation consultants to assist it in analyzing our compensation programs and in determining appropriate levels of compensation and benefits. The Compensation Committee first engaged Compensia, Inc., a national compensation consulting firm, to provide advice on compensation before TMCI became a publicly traded company. Since that time, Compensia also has advised the Compensation Committee regarding the selection of a comparator group of peer companies to use for analyzing various compensation design structures and trends, and preparing an analysis of competitive market levels of cash and equity compensation for our executives (as well as our non-employee directors and other employees) based on current market practices.

Compensia reports directly to the Compensation Committee and did not provide any non-compensation-related services to TMCI in 2025. Compensia has affirmed its independence on executive compensation matters. The Compensation Committee has evaluated Compensia on each of the six independence factors established by the SEC and the applicable Nasdaq listing standards, and based on this assessment, the Compensation Committee determined that the engagement of Compensia does not raise any conflict of interest or similar concerns.

The Compensation Committee has evaluated the independence of its other outside advisors, including outside legal counsel, considering the same independence factors, and concluded that their work for the Compensation Committee does not raise any conflict of interest.

Role of Management. In performing its responsibilities, the Compensation Committee consults with members of our management, including our CEO, our CFO and our Chief Human Resources Officer. Management assists the Compensation Committee by providing information on corporate and individual performance, market compensation data, and management’s perspective on compensation matters. The Compensation Committee solicits and reviews our CEO’s recommendations and viewpoints with respect to adjustments to target total direct compensation opportunities, program structures, and other compensation-related matters for our NEOs, other than with respect to the CEO’s own compensation. Our CEO is not present during any deliberations or decision-making regarding his own compensation.

Role of Competitive Market Data. The Compensation Committee approves a compensation comparator group annually, the data from which is used by Compensia to prepare a competitive market analysis for its review. Our comparator group includes direct competitors as well as a broader mix of medical device, medical equipment, and health care technology companies. To determine the 2025 comparator group, the screening criteria considered companies in the medical device, medical equipment, and health care technology industry with similar levels of revenues and market capitalization. The companies comprising the 2025 comparator group were as follows:

For 2026, after reviewing an analysis prepared by and the recommendations of Compensia, the Compensation Committee decided to adjust the comparator group by removing five companies and adding four new companies that better reflected the relevant selection criteria. The companies comprising the 2026 comparator group are as follows:

• Added for 2026

Atrion, Axonics, Inari, Nevro and Silk Road, each of which had been acquired, were removed from the comparator group.

The Compensation Committee uses the analysis based on data drawn from our compensation comparator group to evaluate the competitive market when determining the target total direct compensation opportunities for our executive officers, including salary, target short-term annual cash incentive award opportunities and long-term equity incentive compensation opportunities.

Setting Target Total Direct Compensation. The Compensation Committee conducts an annual review of the compensation arrangements of our NEOs, typically during the first quarter of each fiscal year. As part of this review, the Compensation Committee evaluates salaries, annual cash incentive opportunities, long-term equity incentive opportunities and all performance criteria associated with such incentives. In developing its decisions and recommendations, the Compensation Committee aims to provide market competitive target total direct compensation opportunities, taking into consideration the competitive market analyses discussed above. In addition to market competitiveness, the Compensation Committee also considers various other factors, including the scope and complexity of each executive's role; each executive's experience, qualifications, and skills; historic compensation levels; corporate performance against our financial, operational and strategic objectives; individual performance as compared to our expectations and objectives; our desire to motivate our NEOs to achieve results that contribute to our long-term success and are in stockholders’ best interests; internal pay equity; and the retention risk (and replacement cost) of each NEO. These factors provide a framework for decision-making regarding compensation opportunities and final compensation determinations for each NEO. No single factor is determinative in the Compensation Committee’s decision-making, or weighted in any predetermined manner.

Previous Say-on-Pay Vote. In setting the form and amount of compensation for our NEOs, the Compensation Committee also considered the results from our most recent non-binding, advisory stockholder vote on the compensation of our NEOs (a “Say-on-Pay vote”) as well as feedback received from stockholders throughout the year. 94.5% of the votes cast by our stockholders that voted at our 2025 annual meeting of stockholders voted to support our 2024 executive compensation program. Based on this support, the Compensation Committee did not make any fundamental changes to our executive compensation program in 2025. We are conducting a Say-on-Pay vote on the compensation of our NEOs at the 2026 Annual Meeting (see Proposal No. 2). The Board and the Compensation Committee will continue to consider stockholder feedback and the results of our Say-on-Pay votes when making compensation decisions for our executive officers, including our NEOs, in the future.