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Bausch Health Companies Inc.

For the period ended May 13, 2025. Filed Apr 2, 2025.

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About this filing

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.

May 13, 2025 · Filed Apr 2, 2025

BHC$8.18+2.8%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

Filed by the Registrant ☒

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))
☒Definitive Proxy Statement
☐Definitive Additional Materials
☐Soliciting Material Pursuant to § 240.14a-12

BAUSCH HEALTH COMPANIES INC.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement if Other Than the Registrant)

Payment of Filing Fee (Check the appropriate box)

☒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.

Notice of the 2025

Annual Meeting of

Bausch Health

Companies Inc.

Date and Time

Tuesday, May 13, 2025

9:00 a.m.

Eastern Daylight Time

Place

Meeting via the Internet. Please visit:

www.virtualshareholder

meeting.com/BHC2025

YOUR VOTE IS IMPORTANT

Whether or not you plan to attend the meeting, we encourage you to vote as soon as possible. For specific instructions on how to vote your shares, please refer to the instructions on the Notice of Internet Availability of Proxy Materials you received in the mail, the section titled “Questions About Voting” on page 89 of this proxy statement, or if you requested to receive printed proxy materials, your enclosed proxy card.

TO OUR SHAREHOLDERS

Purposes of the Annual Meeting

Elect ten directors to serve on the Board of Directors for a one-year term expiring at the 2026 Annual Meeting of Shareholders.

Approve, in an advisory vote, the compensation of our named executive officers in 2024.

Approve the Bausch Health Companies Inc. 2025 Employee Stock Purchase Plan.

Appoint PricewaterhouseCoopers LLP (“PwC”) to serve as the Company’s auditor until the close of the 2026 Annual Meeting of Shareholders and to authorize the Board to fix the auditor’s remuneration.

Receive the audited consolidated financial statements of the Company for the year ended December 31, 2024, and the auditor’s report thereon.

Transact such other business as may properly come before the Meeting or any adjournments or postponements thereof.

Holders of record of the Company’s Common Stock as of the close of business on March 14, 2025 are entitled to notice of, and to vote at, the Annual Meeting. This proxy statement is first being mailed to our shareholders on or about April 2, 2025.

IMPORTANT NOTICE regarding the Availability of Proxy Materials for the Annual Meeting of shareholders to be held on May 13, 2025: This proxy statement and the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, are available free of charge on the Company’s website at bauschhealth.com.

By Order of the Board of Directors,

Seana Carson

Executive Vice President, General Counsel

April 2, 2025

150 Saint Elzéar Blvd. West

Laval, Québec H7L 4A8

MANAGEMENT PROXY CIRCULAR AND PROXY STATEMENT

This Management Proxy Circular and Proxy Statement (“Proxy Statement”) contains information about the 2025 Annual Meeting of Shareholders of Bausch Health Companies Inc., which will be conducted in an exclusively virtual format via a live internet webcast atwww.virtualshareholdermeeting.com/BHC2025 at 9:00 a.m., Eastern Daylight Time, on Tuesday, May 13, 2025, and at any adjournments or postponements thereof (the “Annual Meeting” or “Meeting”), for the purposes set forth in this Proxy Statement and in the accompanying Notice of Annual Meeting of Shareholders. In this document, the words “Bausch Health,” “BHC,” “we,” “our,” “ours” “us” and similar terms refer only to Bausch Health Companies Inc. and not to any other person or entity. Unless otherwise indicated, the statistical and financial data contained in this Proxy Statement are as of April 2, 2025.

We are providing you with this Proxy Statement and related materials in connection with the solicitation of proxies by our management. See the section titled “Voting & Other Information — Proxy Solicitation” on page 87 for additional information.

We are providing access to our proxy materials, including our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, in a fast and efficient manner via the internet using notice-and-access. On April 2, 2025, we will begin mailing the proxy materials to all shareholders as of the record date of March 14, 2025 and post our proxy materials on the website referenced in the Notice (www.proxyvote.com).

All properly executed written proxies, and all properly completed proxies submitted via the internet or by telephone or mail, which are delivered pursuant to, and which appoint Thomas J. Appio and Seana Carson, or each of them, each with the power to appoint his or her substitute, as proxyholders in accordance with, this solicitation will be voted at the Annual Meeting in accordance with the directions given in the proxy, unless the proxy is revoked prior to completion of voting at the Annual Meeting.

This Proxy Statement and the Annual Report are available at: www.proxyvote.com.

This Proxy Statement contains information regarding, among other things:

•the date and time of the Meeting;
•instructions for accessing the live internet webcast of the Meeting;
•a list of the proposals being submitted to shareholders for approval; and
•information concerning voting.

Whether or not you plan to attend the Meeting, please promptly provide your voting instructions. Your promptness in voting will assist in the expeditious and orderly processing of the proxies and in ensuring that a quorum is present at the Meeting. If you vote your proxy or follow the instructions for voting from the voting instruction from, you may nevertheless attend, and vote your Common Shares during, the live webcast of the Meeting by using the 16-digit control number on the Notice, proxy card or voting instruction form. If you want to revoke your instructions at a later time prior to the vote for any reason, you may do so in the manner described in this Proxy Statement.

Bausch Health Companies Inc.12025 Proxy Statement

Summary of Board Recommendations

The Board unanimously recommends that you vote:

FOReach of the director nominees proposed by the Board in this Proxy Statement, to serve on the Board until the close of the 2026 Annual Meeting of Shareholders, their successors are duly elected or appointed, or such director’s earlier resignation or removal;
FORthe approval, in an advisory vote, of the compensation of our named executive officers;
FORthe approval of the Bausch Health Companies Inc. 2025 Employee Stock Purchase Plan; and
FORthe appointment of PwC as our auditor until the close of the 2026 Annual Meeting of Shareholders and the authorization of the Board to fix the auditor’s remuneration.

In addition, you may be asked to vote in respect of any other matters that may properly be brought before the Meeting. As of the date of this Proxy Statement, the Board is not aware of any such other matters.

Bausch Health Companies Inc.22025 Proxy Statement
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