Bunge Global (BG) Proxy Filing summary

Executive summary

• 2024 marked significant strategic progress, including nearing completion of the Viterra combination and CJ Selecta acquisition, and closing a partnership with Repsol for renewable fuels.

• The Board approved $500 million in share repurchases and returned nearly $1.5 billion to shareholders through repurchases and dividends.

• Operational highlights included strong cash flow, continued investment in U.S. oilseed processing, and expansion of specialty oils facilities.

• The company faced challenging market conditions, particularly weaker oilseed processing margins in South America and North America.

• Forward-looking risks include macroeconomic uncertainty, geopolitical challenges, trade disruptions, and biofuel policy changes.

Voting matters and shareholder proposals

• Shareholders are asked to approve financial statements, appropriation of accumulated loss, a $2.80 per share dividend in four installments, discharge of Board and management from liability, election of directors, reelection of the Board Chair, and committee members.

• Advisory votes include say-on-pay for executive compensation, approval of Board and management compensation under Swiss law, and the Swiss Statutory Non-Financial Matter Report.

• Appointment of Deloitte as independent auditor for both U.S. and Swiss requirements, and election of Wuersch & Gering LLP as the Swiss Statutory Independent Voting Representative.

Board of directors and corporate governance

• Board will expand to 12 members upon closing of the Viterra transaction, with four new directors nominated by Glencore and CPP Investments.

• 92% of director nominees are independent; 42% are female, with an average tenure of 3 years.

• Board refreshment and succession planning are ongoing, with three directors retiring and a new nominee with technology and cybersecurity expertise.

• Committees include Audit, Corporate Governance and Nominations, Enterprise Risk Management, Human Resources and Compensation, and Sustainability and Corporate Responsibility, all chaired by independent directors.

• Shareholder rights include annual director elections, proxy access, single class of stock, and the ability for 5% holders to call special meetings.