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Abacus Global Management, Inc.

For the period ended Dec 31, 2025. Filed Apr 21, 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 21, 2026

ABX$8.78+0.3%Stored close · as of Nov 6, 2026
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PROXY STATEMENT

2101 Park Center Drive, Suite 200

Orlando, Florida 32835

PROXY STATEMENT

FOR THE 2026 ANNUAL MEETING OF STOCKHOLDERS

To Be Held on June 3, 2026 at 4:00 p.m. (Eastern Time)

Our board of directors is soliciting your proxy to vote at the 2026 Annual Meeting of Stockholders (including any adjournments, continuations or postponements thereof, the “Annual Meeting”) of Abacus Global Management, Inc., for the purposes set forth in this Proxy Statement. If you held shares of our Common Stock as of the close of business on April 20, 2026 (the "Record Date"), you are entitled to vote on the proposals described in this Proxy Statement. This Proxy Statement includes information that we are required to provide to you under the rules of the SEC and that is designed to assist you in voting your shares. The Annual Meeting will be held virtually on June 3, 2026 at 4:00 p.m. (Eastern Time). This year’s Annual Meeting will be conducted virtually, via live audio webcast. You will be able to attend the meeting online by visiting www.virtualshareholdermeeting.com/ABX2026. You will be able to submit questions and vote your shares electronically during the meeting by logging in using the 16-digit control number included on your proxy card or the voting instruction form received from your bank or broker. Once you have logged in to the virtual meeting, you will be able to submit questions and vote your shares electronically during the Annual Meeting.

In this Proxy Statement, we refer to Abacus Global Management, Inc. (including its consolidated subsidiaries) as “Abacus,” “we,” “us” or “our” and the board of directors of Abacus as “our board of directors.” We have elected to provide stockholders as of the Record Date with a full set of printed proxy materials by mail. On or about April 23, 2026, we began mailing this Proxy Statement, the accompanying proxy card and our 2025 Annual Report to stockholders of record as of the Record Date.

The information provided in the “question and answer” format below is for your convenience only and is merely a summary of the information contained in this Proxy Statement. You should read this entire Proxy Statement carefully. Information contained on, or that can be accessed through, our website is not intended to be incorporated by reference into this Proxy Statement and references to our website address in this Proxy Statement are inactive textual references only.

Commonly Asked Questions About the Annual Meeting

Why did I receive these Proxy Materials?

You received these proxy materials because, as of the Record Date, you directly or indirectly held, and were entitled to vote, shares of the Company’s common stock. In connection with the Board of Directors’ solicitation of proxies to be voted at the Annual Meeting, we are providing stockholders entitled to vote at the Annual Meeting with this Proxy Statement, the Company’s most recent Annual Report on Form 10-K, and a proxy card or voting instruction form.

Your proxy card or voting instruction form is being provided with a unique control number that allows you to submit your voting instructions electronically via the Internet or by telephone. We refer to these materials collectively as the “Proxy Materials.” The Proxy Materials contain important information about the Company and describe the voting procedures and the matters to be voted on at the Annual Meeting.

Householding of Proxy Materials

SEC rules permit companies and intermediaries such as brokers to satisfy delivery requirements with respect to two or more stockholders sharing the same address by delivering a single annual report and proxy statement addressed to those stockholders. This process, which is commonly referred to as “householding,” can reduce the volume of duplicate information received at households. While the Company does not household, a number of brokerage firms with account holders have instituted householding. Once a stockholder has consented or receives notice from their broker that the broker will be householding materials to the stockholder’s address, householding will continue until the stockholder is notified otherwise or until one or more of the stockholders revokes their consent. If your annual report and proxy statement have been househeld and you wish to receive separate copies of these documents now and/or in the future, or if your household is receiving multiple copies of these documents and you wish to request that future deliveries be limited to a single copy, you may notify your broker. You can also request and we will promptly deliver a separate copy of the proxy materials by writing to: 2101 Park Center Drive, Suite 200, ATTN: Corporate Secretary, Orlando, Florida 32835, by email to: legal@abacusgm.com, or by telephone at: (800) 561-4148.

What am I voting on?

There are five matters scheduled for a vote at the Annual Meeting:

Proposal One: Election of two Class III directors, Jay Jackson and Thomas W. Corbett, Jr., to hold office until our annual meeting of stockholders in 2029 and until their successors are duly elected and qualified, or until their earlier death, resignation or removal;

Proposal Two: Ratification of the selection of KPMG LLP (“KPMG”) as our independent registered public accounting firm for the fiscal year ending December 31, 2026;

Proposal Three: Approval of the Abacus Global Management, Inc. 2026 Long-Term Equity Incentive Plan (the “2026 LTIP”);

Proposal Four: Advisory vote on Executive Compensation; and

Proposal Five: Advisory Vote on the frequency of the Say-on-Pay Vote.

What are the voting recommendations of our board of directors?

Our board of directors recommends that you vote:

“FOR” the director nominees named in Proposal One;

“FOR” the ratification of the selection of KPMG as our independent registered public accounting firm as described in Proposal Two;

“FOR” the approval of the 2026 LTIP as described in Proposal Three;

“FOR” the approval, on an advisory basis, of the compensation of the Company's named executive officers as described in Proposal Four; and

“EVERY 3 YEARS” for, on an advisory basis, the frequency of the future advisory votes to approve named executive officer compensation.

Who can vote at the Annual Meeting?

Holders of our Common Stock as of the close of business on the Record Date will be entitled to vote at the Annual Meeting. As of April 20, 2026, there were [95,616,386] shares of our Common Stock outstanding. Holders of our Common Stock will vote on all matters described in this Proxy Statement for which your vote is being solicited. Each share of Common Stock is entitled to one vote on each proposal.

Stockholder of Record: Shares Registered in Your Name. If, as of the close of business on the Record Date, your shares were registered directly in your name with our transfer agent, Continental Stock Transfer & Trust Company, then you are a stockholder of record. As a stockholder of record, you may vote virtually during the Annual Meeting or by proxy in advance. Whether or not you plan to attend the Annual Meeting, we urge you to vote your shares by proxy in advance of the Annual Meeting through the internet, by telephone or by completing and returning a printed proxy card if one is mailed to you.

Beneficial Owner: Shares Held on Your Behalf by a Brokerage Firm, Bank or Other Nominee. If, as of the close of business on the Record Date, your shares were held not in your name, but on your behalf by a brokerage firm, bank or other nominee, then you are the beneficial owner of shares held in “street name” and your proxy materials are being forwarded to you by that nominee. Those shares will be reported as being held by the nominee (e.g., your brokerage firm) in the system of record used for identifying stockholders. As a beneficial owner of the shares, you are invited to attend the Annual Meeting, and you have the right to direct your brokerage firm, bank or other nominee regarding how to vote the shares in your account.

Will a list of stockholders of record as of the Record Date be available?

A list of all stockholders entitled to vote at the Annual Meeting will be available for examination for any purpose relevant to the meeting at our principal executive offices at 2101 Park Center Drive, Suite 200, Orlando, Florida 32835 for ten days before the Annual Meeting. If you would like to schedule an appointment to examine the stockholder list during this period, please email legal@abacusgm.com.

How do I vote?

Stockholder of Record: Shares Registered in Your Name. If you are a stockholder of record, you may vote (i) live during the virtual Annual Meeting or (ii) in advance of the Annual Meeting by proxy through the internet, by telephone or by using a proxy card. Whether or not you plan to attend the Annual Meeting, we urge you to vote by proxy to ensure your vote is counted. Even if you have submitted a proxy before the meeting, you may still attend in person and vote during the meeting. In such case, your previously submitted proxy will be disregarded. For more information, see the question below titled“—Can I change my vote or revoke my proxy after submitting a proxy?”

To vote during the virtual Annual Meeting, you must access the meeting website at www.virtualshareholdermeeting.com/ABX2026 and enter the 16-digit control number found on the proxy card provided to you with this Proxy Statement, or that is set forth within the body of the email sent to you with the link to this Proxy Statement.

To vote in advance of the Annual Meeting (i) through the internet, go to www.proxyvote.com to complete an electronic proxy card, or (ii) by telephone, call 1-800-690-6903. You will be asked to provide the control number from the proxy card or instructions that accompanied your proxy materials. Votes over the internet or by telephone must be received by 11:59 p.m. (Eastern Time) on June 2, 2026 to be counted.

To vote in advance of the Annual Meeting using a printed proxy card, simply complete, sign and date the proxy card and return it promptly in the envelope provided. If you return your signed proxy card to us by the close of business on the day prior to the Annual Meeting, we will vote your shares as you direct.

Beneficial Owner: Shares Held on Your Behalf by a Brokerage Firm, Bank, or Other Nominee. If you are a beneficial owner of shares held on your behalf by a brokerage firm, bank or other nominee, you should receive a voting instruction form to vote in advance of the Annual Meeting from that nominee rather than from us. If you hold their shares in street name you should contact your bank, broker, or other nominee (preferably at least five days before the Annual Meeting) to obtain your 16-digit control number in order to attend, participate in, or vote at the Annual Meeting.

How can I attend and participate in the virtual Annual Meeting?

The Annual Meeting is being held as a virtual only meeting this year. You are entitled to attend and participate in the virtual Annual Meeting only if you were a stockholder as of the Record Date or you hold a valid proxy for the virtual Annual Meeting.

If you are a stockholder of record as of the Record Date, you may attend, vote and ask questions virtually at the meeting by logging in at www.virtualshareholdermeeting.com/ABX2026 and entering your 16-digit control number. This number is included in your proxy card.

If you are a stockholder as of the Record Date and have logged in using your 16-digit control number, you may submit questions at any point during the meeting (until the floor is closed to questions) by typing your question into the “Ask a Question” field, and clicking “Submit.” Stockholder questions or comments are welcome, but we will only answer questions pertinent to Annual Meeting matters, subject to time constraints. Questions regarding personal matters and statements of advocacy are not pertinent to Annual Meeting matters and therefore will not be addressed. Questions or comments that are substantially similar may be grouped and answered together to avoid repetition. The audio broadcast of the Annual Meeting will be archived at www.virtualshareholdermeeting.com/ABX2026 for at least one year.

If you are a beneficial stockholder as of the Record Date and own your shares through a brokerage firm, bank or other nominee, in order to participate in the Annual Meeting to ask questions or vote, you should contact your bank, broker, or other nominee (preferably at least five days before the Annual Meeting) to obtain your 16-digit control number in order to be able to attend, participate in, or vote at the Annual Meeting.

If you are not a stockholder as of the Record Date or do not log in using your 16-digit control number, you may still log in as a guest and listen to the Annual Meeting, but you will not be able to ask questions or vote at the meeting.

On the day of the Annual Meeting, June 3, 2026, stockholders of record may begin to log in to the virtual Annual Meeting 15 minutes prior to the Annual Meeting. The Annual Meeting will begin promptly at 4:00 p.m. Eastern Time.

Should you encounter any difficulties accessing the virtual Annual Meeting platform, including any difficulties voting or submitting questions, please contact technical support as indicated on the Annual Meeting sign-in page.

A recording of the Annual Meeting will be available following the meeting in the investor relations section of our website at ir.abacusgm.com. The content of our website is not incorporated by reference into this Proxy Statement or in any other report or document we file with the SEC, and any references to our website are intended to be inactive textual references only.

Why is the Annual Meeting virtual only?

We have adopted a virtual format for our Annual Meeting to provide a consistent experience to all stockholders regardless of location. Hosting a virtual meeting makes it easy for our stockholders to participate from any location in the world.

What if I run into technical issues while trying to access the Annual Meeting?

The virtual meeting platform is supported across browsers and devices running the most updated version of applicable software and plug-ins. Participants should give themselves plenty of time to log in and ensure they have a strong internet connection and they can hear streaming audio prior to the start of the Annual Meeting.

If you encounter technical difficulties with the Annual Meeting platform on the meeting day, please call the technical support number that will be posted on the meeting website. Technical support will be available starting at 3:45 p.m. Eastern Time and until the end of the meeting.

Who will count the votes?

Broadridge Financial Services will tabulate and certify the votes. A representative of Abacus may serve as an inspector of election.

How many votes do I have?

Holders of our Common Stock will have one vote per share held as of the close of business on the Record Date. Holders of our Common Stock as of the Record Date will vote on all matters described in this Proxy Statement for which your vote is being solicited.

What if another matter is properly brought before the Annual Meeting?

Our board of directors does not intend to bring any other matters to be voted on at the Annual Meeting, and currently knows of no other matters that will be presented for consideration at the Annual Meeting. If any other matters are properly brought before the Annual Meeting, your proxy holder (one of the individuals named on your proxy card) will vote your shares using his best judgment.

Can I change my vote or revoke my proxy after submitting a proxy?

Yes. If you are a stockholder of record, you can change your vote or revoke your proxy at any time before your proxy is voted at the Annual Meeting in any one of the following ways:

Submit another properly completed proxy card with a later date.

Grant a subsequent proxy by telephone or through the internet.

Send a timely written notice that you are revoking your proxy to our Corporate Secretary at 2101 Park Center Drive, Suite 200, Orlando, Florida 32835, Attention: Corporate Secretary.

Attend the virtual Annual Meeting and vote during the meeting. Simply attending the virtual Annual Meeting will not, by itself, change your vote or revoke your proxy. Even if you plan to attend the Annual Meeting, we recommend that you also submit your proxy or voting instructions or vote in advance of the Annual Meeting by telephone or through the internet so that your vote will be counted if you later decide not to attend the Annual Meeting.

If you are a beneficial owner and your shares are held in “street name” on your behalf by a brokerage firm, bank or other nominee, you should follow the instructions provided by that nominee.

Your most recent proxy card or internet or telephone proxy is the one that is counted. Your attendance at the Annual Meeting by itself will not revoke your proxy unless you give written notice of revocation to the Corporate Secretary before your proxy is voted or you vote at the virtual Annual Meeting.

If I am a stockholder of record and I do not vote, or if I return a proxy card or otherwise vote without giving specific voting instructions, what happens?

If you are a stockholder of record and do not vote through the internet, by telephone, by completing a proxy card or in person during the Annual Meeting, your shares will not be voted.

If you return a signed and dated proxy card or otherwise vote without marking voting selections, your shares will be voted in accordance with our board of directors’ recommendations:

“FOR” the election of the two Class III director nominees;

“FOR” the ratification of the selection of KPMG as our independent registered public accounting firm for the fiscal year ending December 31, 2026.

“FOR” the approval of the 2026 LTIP;

“FOR” the approval, on an advisory basis, of the compensation of our named executive officers; and

“EVERY 3 YEARS” for, on an advisory basis, the option that calls for future Say-on-Pay votes to be held every "3 Years".

If any other matter is properly presented at the Annual Meeting, your proxy holder (one of the individuals named on your proxy card) will vote your shares using his best judgment.

If I am a beneficial owner of shares held in “street name” and I do not provide my brokerage firm, bank or other nominee with voting instructions, what happens?

If you are a beneficial owner and do not instruct your brokerage firm, bank or other nominee how to vote your shares, your shares will be considered “uninstructed” and the question of whether your nominee will still be able to vote your shares depends on whether, pursuant to stock exchange rules, the particular proposal is deemed to be a “routine” matter. Brokerage firms, banks and other nominees can use their discretion to vote “uninstructed” shares with respect to matters that are considered to be “routine,” but not with respect to “non-routine” matters. Under applicable rules and interpretations, “non-routine” matters are matters that may substantially affect the rights or privileges of stockholders, such as elections of directors (even if not contested), mergers, stockholder proposals, executive compensation and certain corporate governance proposals, even if management-supported. The only routine matter to be presented at our Annual Meeting is the proposal to ratify the appointment of KPMG as our independent registered public accounting firm for the fiscal year ending

December 31, 2026 (Proposal Two). Rules applicable to brokers consider uncontested elections of directors, matters related to executive compensation, and matters related to corporate governance to be non-routine.

Accordingly, your brokerage firm, bank or other nominee may vote your shares on Proposal Two, which is considered “routine,” without your instructions. Your brokerage firm, bank or other nominee may not, however, vote your shares on Proposal One, Proposal Three, Proposal Four, or Proposal Five without your instructions, which would result in a “broker non-vote” and your shares would not be counted as having been voted on Proposal One Proposal Three, Proposal Four, or Proposal Five. Please instruct your brokerage firm, bank or other nominee to ensure that your vote will be counted. As Proposal Two is considered a “routine” matter, we do not expect “broker non-votes” to exist in connection with this proposal.

If you are a beneficial owner of shares held in street name, and you do not plan to attend the Annual Meeting, in order to ensure your shares are voted in the way you would prefer, you must provide voting instructions to your brokerage firm, bank or other nominee by the deadline provided in the materials you receive from your nominee.

What are “broker non-votes”?

As discussed above, when a beneficial owner of shares held in “street name” does not give instructions to the brokerage firm, bank or other nominee holding the shares as to how to vote on matters deemed to be “non-routine,” the brokerage firm, bank or other nominee cannot vote the shares. These unvoted shares are counted as “broker non-votes.”

How many votes are needed to approve each proposal?

Proposal One. Directors are elected by a plurality of the votes cast by the stockholders present in person or represented by proxy at the meeting and entitled to vote thereon. “Plurality” means that the two Class III director nominees who receive the largest number of votes cast “FOR” such nominees will be elected as directors. As a result, any shares not voted “FOR” a particular nominee, whether as a result of a “WITHHOLD” vote or a broker non-vote (in other words, where a brokerage firm has not received voting instructions from the beneficial owner and for which the brokerage firm does not have discretionary power to vote on a particular matter), will not be counted in such nominee’s favor and will have no effect on the outcome of the election. You may vote “FOR” or “WITHHOLD” on the two Class III director nominees.

Proposal Two. The ratification of the selection of KPMG as our independent registered public accounting firm for the fiscal year ending December 31, 2026 requires the majority of the votes cast by the stockholders present in person or represented by proxy at the meeting and entitled to vote thereon. Abstentions represent a stockholder’s affirmative choice to decline to vote on a proposal. Abstentions will be counted as present and entitled to vote on Proposal Two and will therefore have the effect of a vote “AGAINST” Proposal Two. Because this is a “routine” proposal, no broker non-votes are expected to result from this proposal.

Proposal Three. The approval of the 2026 LTIP requires the majority of the votes cast by the stockholders present in person or represented by proxy at the meeting and entitled to vote thereon. Abstentions will be counted as present and entitled to vote on Proposal Three and will therefore have the effect of a vote “AGAINST” Proposal Three. Broker non-votes will not be entitled to vote on Proposal Three and will therefore have no effect on Proposal Three.

Proposal Four. The approval, on an advisory basis, the compensation of our named executive officers requires the majority of the votes cast by the stockholders present in person or represented by proxy at the meeting and entitled to vote thereon. Abstentions will be counted as present and entitled to vote on Proposal Four and will therefore have the effect of a vote “AGAINST” Proposal Four. Broker non-votes will not be entitled to vote on Proposal Four and will therefore have no effect on Proposal Four.

Proposal Five. In the case of Proposal Five, the approval, on an advisory basis, the frequency of future votes on the compensation of our named executive officers, the frequency that receives the highest number of votes cast by the stockholders present in person or represented by proxy at the meeting and entitled to vote thereon will be deemed to be the frequency selected by shareholders. Shareholders may vote their preference as to whether to include such proposals once every year, every two years, or every three years. Abstentions will not be counted as votes cast on such proposal, and thus will have no effect on Proposal Five. Broker non-votes will not be entitled to vote on Proposal Five and will therefore have no effect on Proposal Five.

What is the quorum requirement?

A quorum of stockholders is necessary to hold a valid Annual Meeting. A quorum will be present if stockholders representing a majority of the voting power of all outstanding shares of capital stock of the Company entitled to vote at the Annual Meeting are present at the Annual Meeting either by virtual attendance or by proxy.

Your shares will be counted as present only if you submit a valid proxy (or one is submitted on your behalf by your brokerage, bank or other nominee) or if you attend the Annual Meeting. Abstentions and broker non-votes are counted as present or represented and entitled to vote for purposes of determining a quorum. If there is no quorum, the chairperson of the Annual Meeting may adjourn the Annual Meeting to another date until a quorum shall attend. Notice need not be given of any such adjourned meeting if the date, time, and place, if any, thereof, and the means of remote communication, if any, by which stockholders and proxy holders may be deemed to be present in person and vote at such adjourned meeting are announced at the meeting at which the adjournment is taken.

How can I find out the results of the voting at the Annual Meeting?

We expect that voting results will be announced at the Annual Meeting. In addition, final voting results will be published in a Current Report on Form 8-K that we expect to file within four business days after the Annual Meeting.

When are stockholder proposals and director nominations due for next year’s annual meeting?

Requirements for stockholder proposals to be considered for inclusion in our proxy materials for the 2027 annual meeting of stockholders. To be considered for inclusion in next year’s proxy materials, stockholder proposals submitted pursuant to Rule 14a-8 under the Exchange Act must be submitted in writing by December 22, 2026, to our Corporate Secretary at 2101 Park Center Drive, Suite 200, Orlando, Florida 32835, Attention: Corporate Secretary.

Requirements for stockholder proposals or nominations to be brought before the 2027 annual meeting of stockholders. Our amended and restated bylaws (the "bylaws") provide that, for stockholder proposals and nominations that are not to be included in next year’s proxy materials to be considered at an annual meeting, stockholders must give timely advance written notice thereof to our Corporate Secretary at 2101 Park Center Drive, Suite 200, Orlando, Florida 32835, Attention: Corporate Secretary. In order to be considered timely under our bylaws notice of a proposal or a director nomination for consideration at the 2027 annual meeting of stockholders that is not to be included in next year’s proxy materials must be received by our

Corporate Secretary in writing not later than the close of business on March 5, 2027 nor earlier than the close of business on February 3, 2027. However, if our 2027 annual meeting of stockholders is not held between May 4, 2027 and August 2, 2027, to be timely the notice must be delivered not earlier than the close of business on the 120 th day prior to the 2027 annual meeting of stockholders, and not later than the later of the close of business on the 90 th day prior to the 2027 annual meeting of stockholders or the 10 th day following the day on which public announcement of the date of the 2027 annual meeting is first made. Any such notice to our Corporate Secretary must include the information required by our bylaws.

Stockholders who intend to solicit proxies in support of director nominees other than Abacus’ nominees must also comply with the additional requirements of Rule 14a-19 of the Exchange Act, in addition to the requirements of our bylaws. Stockholders who intend to solicit proxies in support of director nominees other than the Board’s nominees must provide written notice to the Corporate Secretary that sets forth all the information required by Rule 14a-19(b) of the Exchange Act. Such notice must be postmarked or transmitted electronically to the Corporate Secretary at the Company’s principal executive offices no later than April 4, 2027. Any stockholder nomination that fails to comply with the advance notice requirements of our Bylaws or with the requirements set forth in Rule 14a-19 will be disregarded by the Company.

Who is paying for this proxy solicitation?

We will pay for the cost of soliciting proxies. In addition to these proxy materials, our directors and employees may also solicit proxies in person, by telephone or by other means of communication. Directors and employees will not be paid additional compensation for soliciting proxies. We may reimburse brokerage firms, banks and other nominees for the cost of forwarding proxy materials to beneficial owners. If you choose to access the proxy materials and/or vote over the internet, you are responsible for any internet access charges you may incur.

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