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Bunge Global SA

For the period ended Dec 31, 2025. Filed Apr 10, 2026.

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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.

Dec 31, 2025 · Filed Apr 10, 2026

BG$99.10+0.6%Stored close · as of Nov 6, 2026
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Contents

Determining Compensation

Role of the Human Resources and Compensation Committee

Ensure strong governance and adherence to pay for performance principles. The Human Resources and Compensation Committee is composed entirely of non-employee directors who meet the applicable independence requirements and is responsible for the governance of our executive compensation program, including but not limited to designing, reviewing and overseeing administration of the program. Each year, the Human Resources and Compensation Committee reviews and approves all compensation decisions for the NEOs, except the CEO, and reviews and recommends all compensation decisions for the CEO to the Board of Directors for approval in accordance with the methodology described below.

When making compensation decisions, the Human Resources and Compensation Committee analyzes data from the comparator groups described on page 50 of this proxy statement. In addition, the Human Resources and Compensation Committee also considers several factors that it deems important in setting target total direct compensation for each NEO, as well as when recommending target total direct compensation for the CEO to the Board for approval:

Individual responsibilities, experience and achievements of the NEO and potential contributions towards our performance;

Input and recommendations from the independent compensation consultant;

Recommendations from the CEO and CHRO (for officers other than themselves); and

Relationship between pay and performance against the peer group.

The differences in target compensation levels among our NEOs are primarily attributable to the differences in the median range of compensation for similar positions in the comparator groups and the factors described above.

Role of Executive Officers

Assist in executing on our pay for performance strategy. The CEO assists the Human Resources and Compensation Committee in setting the strategic direction of our executive compensation program, evaluates the performance of the NEOs (excluding himself) and makes recommendations to the Human Resources and Compensation Committee regarding their compensation, in consultation with the CHRO. Although it gives significant weight to the CEO's recommendations, the Human Resources and Compensation Committee retains full discretion in making compensation decisions. The CEO is not present during the deliberations on his compensation. The CEO, CFO and the CHRO also participate in developing and recommending the performance criteria and measures for our NEOs under our annual and long-term incentive plans for consideration by the Human Resources and Compensation Committee.

No other executive officers participated in the executive compensation process for 2025. Our human resources department, under the supervision of the CHRO, also supports the Human Resources and Compensation Committee in its work and implements our executive compensation program.

Role of Independent Compensation Consultant

Provide independent advice toward the fulfillment of the Human Resources and Compensation Committee's mission. Pursuant to its charter, the Human Resources and Compensation Committee is empowered to hire outside advisors as it deems appropriate to assist in the performance of its duties. The Human Resources and Compensation Committee has sole authority to retain or terminate any such advisors and to approve their fees.

The Human Resources and Compensation Committee has retained Semler Brossy as its independent compensation consultant to provide information, analysis and objective advice regarding our executive compensation program. Management has no role in the Human Resources and Compensation Committee selecting Semler Brossy. The Human Resources and Compensation Committee periodically meets with Semler Brossy to review our executive

Bunge | 2026 Proxy Statement 49 compensation program and discuss compensation matters, including in executive session without management present. For 2025, Semler Brossy performed the following functions at the Human Resources and Compensation Committee's request:

Assisted the Human Resources and Compensation Committee in its review and assessment of the peer group for the purpose of providing competitive market information for the design of executive compensation programs;

Compared each element of the NEOs' target total direct compensation opportunity with the corresponding compensation elements for the comparator groups to assess competitiveness;

Prepared an analysis of pay and performance relative to the peer group to support the Human Resources and Compensation Committee's goal of aligning our executive compensation program with shareholders' interests;

Prepared the compensation risk assessment in relation to our executives;

Advised the Human Resources and Compensation Committee on competitive pay practices for non-employee director compensation;

Prepared presentations for the Human Resources and Compensation Committee on general U.S. trends and practices in executive compensation;

Supported the Human Resources and Compensation Committee in its review of this CD&A; and

Advised the Human Resources and Compensation Committee on the design of executive incentive programs and arrangements.

The Human Resources and Compensation Committee reviews its relationship with Semler Brossy annually. The process includes a review of the quality of the services provided, the fee structure for the services, and the factors impacting Semler Brossy's independence under the rules of the SEC and the listing standards of the NYSE. In March 2026, the Human Resources and Compensation Committee concluded that no conflict of interest exists that would prevent Semler Brossy from independently advising the Human Resources and Compensation Committee.

Competitive Market Positioning

Opportunities to earn superior pay for superior performance. We use various methods to determine the elements of our executive compensation program and review current compensation practices and levels. Our executive compensation program strives to provide a mix of base salary, target annual cash incentive awards and target annual long-term incentive awards (referred to, in aggregate, as target total direct compensation) that is aligned with the program's principles and objectives and is competitive with compensation provided by a peer group of selected publicly traded companies.

The Human Resources and Compensation Committee, in consultation with its independent compensation consultant, Semler Brossy, selects several peer companies having one or more of the following characteristics:

Bunge | 2026 Proxy Statement 50

Peer Group Composition2025 Peer Group (n=18)
IndustryUpstream•Ag. Machinery•Inputs/Materials•Multi-Line Ag.Downstream•Logistics•Oil & Gas•Food Distribution•Food Manufacturing•Archer-Daniels-Midland Company•Caterpillar•CNH Industrial N.V.•Corteva, Inc.•Deere & Company•Dow Inc.•FedEx•Kraft Heinz•LyondellBasell•Marathon Petroleum•Mondelez•Nucor•Nutrien Ltd.•Phillips 66•Sysco Corporation•Tyson Foods, Inc.•UPS•Valero Energy
Revenue•Revenue targeted between 0.2 to 1.5x Bunge•Preference for companies with more than 25% of revenue generated outside the United States
Enterprise Value•Enterprise Value targeted between 0.5 to 3.0x Bunge

In early 2025, the peer group was reviewed and substantially revised based on the pending merger with Viterra. Bunge has few direct competitors, which is why, following the merger, we have adopted a value chain-based methodology to encompass a wider range of potential peers and adjust to evolving business dynamics over time. These peers, generally, represent companies that specialize in different aspects of Bunge's value chain (e.g., machinery, materials, logistics) from which Bunge may attract talent and, therefore, provide the best comparison for the purpose of determining appropriate compensation levels. Even with this new approach, the ratio of enterprise value relative to revenue in our commodities-based business regularly results in our placing in the top quartile in revenue and at approximately the lower quartile in enterprise value within our peer group. Positioning of the combined entity against the new peer group is similar to the pre-merger positioning.

Bunge position (I) vs. 2025 Peer Group

0255075100
Revenue(1)
83rd Percentile
Enterprise Value(1)
13th Percentile

(1)Based on publicly available data for the peer group as of December 31, 2025.

The Human Resources and Compensation Committee periodically reviews the composition of the peer group and, as appropriate, updates it to ensure continued relevance and to reflect mergers, acquisitions or other business-related changes that may occur. The following changes were made to the peer group for 2025:

Removed: The Mosaic Company, Ingredion Incorporated, International Paper Company, PPG Industries, Inc., Alcoa Corporation, WestRock Company, General Mills, Inc., Kellanova, US Foods Holding Corp., and Conagra Brands, Inc. were removed as Bunge became outsized relative to these companies following the merger with Viterra.

Added: Caterpillar, Inc., Deere & Company, CNH Industrial N.V., LyondellBasell Industries N.V., Nucor Corp., UPS, Inc., FedEx Corp., Phillips 66 Co., Marathon Petroleum Corp., Valero Energy Corp., Mondelez International, Inc., and Kraft Heinz Co. were added as these companies specialize in different aspects of our value chain and better align with our business size and financial criteria following the merger.

These changes to the peer group will ensure we maintain an adequate number of peers to establish a robust data set and better balance the composition of revenue and enterprise value among the peers.

Bunge | 2026 Proxy Statement 51

In determining NEO compensation, the Human Resources and Compensation Committee reviews a market analysis prepared by Semler Brossy, which includes equally weighted peer group compensation data and general industry data provided by Willis Towers Watson. This data enables the Human Resources and Compensation Committee to compare the competitiveness of NEO compensation based on their individual responsibilities and scope against comparable positions within our peer group and a broader general industry group of public companies. We refer to the peer group and other data sources collectively as the "comparator groups."

As an initial guideline, the Human Resources and Compensation Committee generally seeks to set target total direct compensation for the NEOs at levels that are competitive with the median of the comparator groups. Our executive compensation program retains the flexibility to set target total direct compensation above or below the median of the comparator groups in the Human Resources and Compensation Committee's reasonable discretion to recognize factors such as market conditions, job responsibilities, experience, skill sets and ongoing or potential contributions to Bunge. In addition, actual compensation earned in any annual period may be at, above, or below the median depending on the individual's and Bunge's performance for the year.

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