iRhythm Holdings, Inc. — fact timeline

iRhythm Holdings, Inc. disclosed a cybersecurity incident: Unauthorized activity involving data maintained on certain third-party-hosted business applications, obtained through social engineering, resulting in exfiltration of proprietary data, patient protected health information and other personal information. Impact: The Company has not identified any impact to its products, clinical or medical device systems, patient safety, manufacturing and distribution operations, financial reporting systems, or the ability to meet patient needs. The Company believes the incident is not reasonably likely to have a material i. Company determined it material. Discovered 2026-06-08.

“On June 10, 2026, the Company determined that the incident is material in light of the volume of the potentially affected data.”

iRhythm Holdings, Inc. shareholders approved Advisory Vote on the Compensation of the Company's Named Executive Officers at the 2026-05-27 meeting.

“Proposal 5 - Advisory Vote on the Compensation of the Company's Named Executive Officers. The stockholders approved, on a non-binding advisory basis, the compensation of the Company's named executive officers.”

iRhythm Holdings, Inc. shareholders approved Ratification of the Appointment of KPMG LLP as independent registered public accounting firm for fiscal year ending December 31, 2026 at the 2026-05-27 meeting.

“Proposal 4 – Ratification of the Appointment of Independent Registered Public Accounting Firm . The appointment of KPMG LLP as the Company’s independent registered public accounting firm for its fiscal year ending December 31, 2026 was ratified.”

iRhythm Holdings, Inc. shareholders approved Approval of the Amended and Restated Certificate of Incorporation of iRhythm Technologies, Inc. to remove the pass-through voting provision at the 2026-05-27 meeting.

“Proposal 3 – Approval of the Amended and Restated Certificate of Incorporation of iRhythm Technologies, Inc. . The Amended and Restated Certificate of Incorporation of iRhythm Technologies, Inc. to remove the pass‐through voting provision was approved.”

iRhythm Holdings, Inc. shareholders approved Approval of the iRhythm Holdings, Inc. 2026 Equity Incentive Plan at the 2026-05-27 meeting.

“Proposal 2 – Approval of the 2026 Plan. The 2026 Plan, as described in the Proxy Statement, was approved.”

iRhythm Holdings, Inc. shareholders approved Election of Directors at the 2026-05-27 meeting.

“Proposal 1 – Election of Directors . The following nominees were elected as directors to serve until the 2027 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified:”

iRhythm Holdings, Inc. reported the first quarter ended March 31, 2026 results: revenue $199.4 million, net income $13.9 million, EPS $0.43 per diluted share. Guidance raised.

“that detect, predict, and prevent disease, today reported financial results for the three months ended March 31, 2026. First Quarter 2026 Financial Highlights • Revenue of $199.4 million, a 25.7% increase compared to first quarter 2025 • Gross margin of 70.9%, a 210-basis point increase compared to first quarter 2025 • Net loss of $13.9 million, a $16.8 million”

iRhythm Holdings, Inc. dismissed PricewaterhouseCoopers LLP as its auditor.

“On March 30, 2026, the Audit Committee of the Board of Directors (the “Audit Committee”) of iRhythm Holdings, Inc. (the “Company”) dismissed PricewaterhouseCoopers LLP (“PwC”) as the Company’s independent registered public accounting firm.”

iRhythm Holdings, Inc. engaged KPMG LLP as its auditor.

“(b) Engagement of New Independent Registered Public Accounting Firm On March 30, 2026, the Audit Committee approved the engagement of KPMG LLP (“KPMG”) as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.”

iRhythm Holdings, Inc. issued convertible note.

“the right to convert each $1,000 principal amount of the Convertible Notes into the shares of iRhythm Common Stock shall be changed to a right to convert such principal amount of Securities into the number of shares of iRhythm Holdings Common Stock equal to the Conversion Rate (as defined in the Indenture)”

iRhythm Holdings, Inc.: Amendment of iRhythm, Inc.'s charter to add a provision required by DGCL Section 251(g) regarding stockholder approval (effective 2026-01-12).

“iRhythm amended and restated its Amended and Restated Certificate of Incorporation (as so amended and restated, the “iRhythm Amended and Restated Charter”) by filing the iRhythm Amended and Restated Charter as an exhibit to the Certificate of Merger filed with the Secretary of State of the State of Delaware on January 12, 2026 in connection with the Merger (the “Certificate of Merger”), in order to add a provision, which is required by Section 251(g) of the DGCL, that provides that any act or transaction by or involving iRhythm, other than the election or removal of directors, that requires for its adoption under the DGCL or the iRhythm Amended and Restated Charter the approval of the stockholders of iRhythm shall require the approval of the stockholders of iRhythm Holdings by the same vote as is required by the DGCL and/or the iRhythm Amended and Restated Charter.”

iRhythm Holdings, Inc.: Adoption of Amended and Restated Bylaws of iRhythm Holdings, Inc (effective 2026-01-12).

“Upon consummation of the Holding Company Transaction , the Amended and Restated Certificate of Incorporation of iRhythm Holdings (the “Amended and Restated Certificate of Incorporation”) and the Amended and Restated Bylaws of iRhythm Holdings (the “Amended and Restated Bylaws”) are the same as the certificate of incorporation and bylaws of iRhythm in effect immediately prior to consummation of the Holding Company Transaction , respectively, other than changes permitted by Section 251(g) of the DGCL.”

iRhythm Holdings, Inc.: Adoption of Amended and Restated Certificate of Incorporation of iRhythm Holdings, Inc (effective 2026-01-12).

“The Amended and Restated Certificate of Incorporation was filed with the Secretary of State of the State of Delaware on January 12, 2026.”

iRhythm Holdings, Inc. amended First Supplemental Indenture with U.S. Bank Trust Company, National Association valued at Modified conversion rights of 1.50% Convertible Senior Notes due 2024 to reference iRhythm Holdings (effective 2026-01-12).

“In connection with the Merger, on January 12, 2026, iRhythm, iRhythm Holdings, as guarantor, and U.S. Bank Trust Company, National Association (the “Trustee”), entered into a first supplemental indenture (the “Supplemental Indenture”) to the indenture, dated as of March 7, 2024, between iRhythm and the Trustee (the “Indenture”), governing iRhythm’s 1.50% Convertible Senior Notes (the “Convertible Notes")”

Mojdeh Poul departed as Director at iRhythm Holdings, Inc..

“On January 23, 2025, Mojdeh Poul notified iRhythm Technologies, Inc. (the “Company”) of her decision to not seek re-election to the Board of Directors of the Company (the “Board”) at the expiration of her current term, which term ends on the date of the Company’s next annual meeting of stockholders.”

iRhythm Holdings, Inc.: Amended the Code of Conduct to modernize, clarify policies, and highlight manager responsibilities (effective 2024-11-07).

“On November 7, 2024, the Board of Directors of the Company, upon the recommendation of the Nominating and Corporate Governance Committee of the Board of Directors, approved various amendments to the Company’s Code of Conduct.”

Daniel Wilson was appointed as Chief Financial Officer at iRhythm Holdings, Inc..

“On July 31, 2024, the Board of Directors (the “Board”) of the Company appointed Daniel Wilson as the Company’s Chief Financial Officer and principal financial officer, effective as of August 31, 2024.”

Brice Bobzien resigned as Chief Financial Officer at iRhythm Holdings, Inc..

“On August 1, 2024, iRhythm Technologies, Inc. (the “Company”) announced that Brice Bobzien resigned from his position as Chief Financial Officer of the Company, and his employment with the Company, effective August 31, 2024 (the “Separation Date”).”

iRhythm Holdings, Inc. reported three months ended March 31, 2024 results: revenue $131.9 million, net income $45.7 million, or a diluted loss of $1.47 per share, EPS $1.47 per share. Guidance raised.

“that detect, predict, and prevent disease, today reported financial results for the three months ended March 31, 2024. First Quarter 2024 Financial Highlights • Revenue of $131.9 million, a 18.4% increase compared to first quarter 2023 • Gross margin of 66.3%, a 160-basis point decline compared to first quarter 2023 • Unrestricted cash, cash equivalents and”

iRhythm Holdings, Inc. incurred convertible notes of $661.25 million with qualified institutional buyers at 1.50% maturing 2029.

“On March 7, 2024, iRhythm Technologies, Inc. (the “Company”) completed its previously announced sale of $661.25 million in aggregate principal amount of its 1.50% Convertible Senior Notes due 2029 (the “Notes”), which includes the full exercise of the Initial Purchasers’ (as defined below) option to purchase up to an additional $86.25 million in aggregate principal amount of Notes, to the Initial Purchasers in a private placement in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and for initial resale by the Initial Purchasers to persons reasonably believed to be qualified institutional buyers pursuant to the exemption from registration provided by Rule 144A under the Securities Act.”

iRhythm Holdings, Inc. updated its the fourth quarter and full year ended December 31, 2023 guidance (initiated).

“On February 22, 2024, iRhythm Technologies, Inc. issued a press release regarding its financial results for the fourth quarter and full year ended December 31, 2023.”

iRhythm Holdings, Inc. terminated Third Amended and Restated Loan and Security Agreement with Silicon Valley Bank (effective 2024-01-03).

“In connection with the entry into the Credit Agreement, the Company’s Third Amended and Restated Loan and Security Agreement, dated as of October 23, 2018 (as amended, the “SVB Loan and Security Agreement”), with Silicon Valley Bank, a Division of First-Citizens Bank & Trust Company (“SVB”) was terminated, effective as of the Closing Date”

iRhythm Holdings, Inc. entered into Credit Agreement with Braidwell Transaction Holdings LLC – Series 5 valued at $150.0 million (effective 2024-01-03).

“On January 3, 2024 (the “Closing Date”), iRhythm Technologies, Inc. (the “Company”) entered into a Credit, Security and Guaranty Agreement (the “Credit Agreement”) with Braidwell Transaction Holdings LLC – Series 5 (“Braidwell”), as lender, and Wilmington Trust, National Association, as administrative and collateral agent, which provides for a senior secured delayed draw term loan facility in an aggregate principal amount of up to $150.0 million (the “Braidwell Term Loan Facility”).”

iRhythm Holdings, Inc.: Adopted amended and restated bylaws effective November 10, 2023, with changes to stockholder meeting procedures, universal proxy rules compliance, advance notice provisions, emergency bylaws, and other ministerial updates (effective 2023-11-10).

“which became immediately effective. Among other things, the amendments effected by the Amended and Restated Bylaws: • revise certain provisions relating to adjournment procedures and lists of stockholders entitled to vote at stockholder meetings”

iRhythm Holdings, Inc. reported for the three and nine months ended September 30, 2023 results: revenue $124.6 million, net income $27.1 million, EPS $0.89 per share. Guidance raised.

“iRhythm Technologies, Inc. (NASDAQ: IRTC), a leading digital health care company focused on creating trusted solutions that detect, predict, and prevent disease, today reported financial results for the three and nine months ended September 30, 2023. Third Quarter 2023 Financial Highlights • Revenue of $124.6 million, a 20.0% increase compared to third quarter 2022”

Marc Rosenbaum was appointed as Chief Accounting Officer at iRhythm Holdings, Inc..

“On August 11, 2023, the board of directors (the “Board”) of iRhythm Technologies, Inc. (the “Company”) appointed Marc Rosenbaum, the Company’s Senior Vice President, Finance, to serve as the Company’s Chief Accounting Officer”

iRhythm Holdings, Inc. reported second quarter ended June 30, 2023 results: revenue $124.1 million, net income $18.5 million, EPS $0.61 per share. Guidance reaffirmed.

“Revenue for the second quarter of 2023 was $124.1 million, up 21.6% from $102.1 million during the same period in 2022.”

Brian Yoor was elected as Director at iRhythm Holdings, Inc..

“Effective as of June 1, 2023, the Board of Directors (the “Board”) of iRhythm Technologies, Inc. (the “Company”) elected each of Mojdeh Poul and Brian Yoor as a director of the Board and member of the Audit Committee of the Board.”

Mojdeh Poul was elected as Director at iRhythm Holdings, Inc..

“Effective as of June 1, 2023, the Board of Directors (the “Board”) of iRhythm Technologies, Inc. (the “Company”) elected each of Mojdeh Poul and Brian Yoor as a director of the Board and member of the Audit Committee of the Board.”

iRhythm Holdings, Inc. shareholders approved Advisory vote to approve Named Executive Officer Compensation at the 2023-05-24 meeting.

“Proposal 3 - Advisory vote to approve Named Executive Officer Compensation. The stockholders voted for, on a non-binding advisory basis, the approval of named executive officer compensation. The following sets forth the results of the voting with respect to this proposal: Votes For Votes Against Abstentions Broker Non-Votes 24,771,355 2,982,847 16,163 1,470,274”

iRhythm Holdings, Inc. shareholders approved Ratification of the Appointment of Independent Registered Public Accounting Firm at the 2023-05-24 meeting.

“Proposal 2 – Ratification of the Appointment of Independent Registered Public Accounting Firm . The appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for its fiscal year ending December 31, 2023 was ratified. Votes For Votes Against Abstentions Broker Non-Votes 29,174,545 54,976 11,118 —”

iRhythm Holdings, Inc. shareholders approved Election of Directors at the 2023-05-24 meeting.

“Proposal 1 – Election of Directors . The following nominees were elected as directors to serve until the 2024 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified: Nominee Votes For Votes Withheld Broker Non-Votes Cathleen Noel Bairey Merz, M.D. 27,044,146 726,219 1,470,274 Quentin S. Blackford 26,735,810 1,034,555 1,470,274 Bruce G. Bodaken 19,685,233 8,085,132 1,470,274 Karen Ling 27,364,418 405,947 1,470,274 Mark J. Rubash 27,122,720 647,645 1,470,274 Ralph Snyderman, M.D. 26,841,665 928,700 1,470,274 Abhijit Y. Talwalkar 24,563,707 3,206,658 1,470,274”

iRhythm Holdings, Inc. reported Full year 2023 results: revenue $480 million to $490 million.

“Updated fiscal year 2023 revenue guidance to a range of approximately $480 million to $490 million”

iRhythm Holdings, Inc. reported Three months ended March 31, 2023 results: net income -$33.4 million, EPS -$1.10.

“Revenue of $111.4 million, a 20.6% increase compared to first quarter 2022”

Daniel Wilson changed role as Executive Vice President of Corporate Development and Investor Relations at iRhythm Holdings, Inc..

“Daniel Wilson’s role will change from the Company’s Executive Vice President of Corporate Strategy, Corporate Development and Investor Relations to Executive Vice President of Corporate Development and Investor Relations”

Douglas Devine resigned as Chief Operating Officer at iRhythm Holdings, Inc..

“Douglas Devine resigned from his position as Chief Operating Officer of the Company”

iRhythm Holdings, Inc. reported year ended December 31, 2022 results: revenue $410.9 million, net income $116.2 million, EPS $3.88 per share. Guidance initiated.

“equivalents and short-term investments of $213.1 million at December 31, 2022, a $9.6 million increase from September 30, 2022 Full Year 2022 Financial Highlights • Revenue of $410.9 million, a 27.3% increase compared to full year 2021 • Gross margin of 68.5%, a 238 basis point increase compared to full year 2021 • Net loss of $116.2 million, reflecting an increase”

iRhythm Holdings, Inc. reported the three months and full year ended December 31, 2022 results: revenue $112.6 million, net income $20.2 million, EPS $0.67 per share. Guidance initiated.

“predict, and prevent disease, today reported financial results for the three months and full year ended December 31, 2022. Fourth Quarter 2022 Financial Highlights • Revenue of $112.6 million, a 37.7% increase compared to fourth quarter 2021 • Gross margin of 69.9%, a 720 basis point improvement compared to fourth quarter 2021 • Net loss of $20.2 million, a $12.3”

iRhythm Holdings, Inc. updated its the fourth quarter and full year ended December 31, 2022 guidance (initiated).

“On February 23, 2023, iRhythm Technologies, Inc. issued a press release regarding its financial results for the fourth quarter and full year ended December 31, 2022.”

iRhythm Holdings, Inc. reported the three months ended September 30, 2022 results: revenue $103.9 million, net income Net loss for the third quarter of 2022 was $21.5 million, or a loss of $0.71 per share, EPS $0.71 per share. Guidance lowered.

“that detect, prevent, and predict disease, today reported financial results for the three months ended September 30, 2022. Third Quarter 2022 Financial Results • Revenue of $103.9 million, a 21.6% increase compared to third quarter 2021 • Gross margin of 68.3%, a 2.6 percentage point improvement compared to third quarter 2021 • Cash, cash equivalents and”

Douglas Devine resigned as Chief Financial Officer at iRhythm Holdings, Inc..

“Douglas Devine has agreed to resign from his position as Chief Financial Officer of the Company on Mr. Bobzien’s first day of employment”

Reyna Fernandez was appointed as EVP, Chief Human Resources Officer at iRhythm Holdings, Inc..

“Reyna Fernandez had been appointed as the Company’s EVP, Chief Human Resources Officer”

Brice Bobzien was appointed as Chief Financial Officer at iRhythm Holdings, Inc..

“Brice Bobzien had been appointed as the Company’s Chief Financial Officer”

David A. Vort resigned as Executive Vice President, Chief Commercial Officer at iRhythm Holdings, Inc..

“On July 18, 2022, David A. Vort resigned from his position as Executive Vice President, Chief Commercial Officer of the Company, effective as of July 25, 2022.”

Kevin M. King departed as director at iRhythm Holdings, Inc..

“On March 13, 2022, Kevin M. King informed the Board of Directors (the “Board”) of iRhythm Technologies, Inc. (the “Company”) that he will retire as a director and consultant to the Company, effective April 1, 2022.”

David A. Vort was appointed as Chief Commercial Officer at iRhythm Holdings, Inc..

“appointed Douglas J. Devine as Chief Operating Officer of the Company and David A. Vort as Chief Commercial Officer of the Company”

Douglas J. Devine was appointed as Chief Operating Officer at iRhythm Holdings, Inc..

“appointed Douglas J. Devine as Chief Operating Officer of the Company and David A. Vort as Chief Commercial Officer of the Company”

Patrick M. Murphy was appointed as General Counsel at iRhythm Holdings, Inc..

“On December 1, 2021, the Board appointed Patrick M. Murphy as General Counsel of the Company.”

David A. Vort was appointed as Chief Commercial Officer at iRhythm Holdings, Inc..

“On December 1, 2021, the Board appointed David A. Vort as Chief Commercial Officer of the Company.”

Douglas J. Devine was appointed as Chief Operating Officer at iRhythm Holdings, Inc..

“On December 1, 2021 , the board of directors (the “Board”) of iRhythm Technologies, Inc. (the “Company”) appointed Douglas J. Devine as Chief Operating Officer of the Company.”