Globus Medical (GMED) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for June 4, 2025, to elect four directors, amend the 2021 Equity Incentive Plan, ratify Deloitte & Touche LLP as auditor, and hold advisory votes on executive compensation and its frequency.

• Shareholders of record as of April 14, 2025, are eligible to vote; voting options include Internet, phone, mail, or in-person at the meeting.

• Proxy materials are available electronically, with paper copies upon request.

Voting matters and shareholder proposals

• Proposals include: election of four directors, amendment to the 2021 Equity Incentive Plan (adding 2 million shares), ratification of Deloitte & Touche LLP, advisory say-on-pay vote, and advisory vote on frequency of say-on-pay (Board recommends annual vote).

• Shareholders may submit proposals or director nominations for the 2026 meeting by specified deadlines and in compliance with Bylaws and SEC rules.

Board of directors and corporate governance

• Board consists of 11 members divided into three classes, with four up for election to serve until 2028.

• Majority of directors and all Audit Committee members are independent; company is a “controlled company” under NYSE rules, relying on certain governance exemptions.

• Board leadership is separated between Executive Chairman and CEO; Lead Independent Director role reinstated in 2025.

• Board and committees conduct annual self-assessments and consider diversity broadly in director selection.