GLOBUS MEDICAL INC
For the period ended Jun 3, 2026. Filed Apr 24, 2026.
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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.
Jun 3, 2026 · Filed Apr 24, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrantx
Filed by a Party other than the Registranto
| Check the appropriate box: | |
|---|---|
| o | Preliminary Proxy Statement |
| o | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| x | Definitive Proxy Statement |
| o | Definitive Additional Materials |
| o | Soliciting Material Pursuant to §240.14a-12 |
GLOBUS MEDICAL, INC.
(Name of Registrant as Specified in Its Charter)
N/A
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
| x | No fee required. |
|---|---|
| o | Fee paid previously with preliminary materials. |
| o | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 |
Globus Medical, Inc.
Valley Forge Business Center
2560 General Armistead Avenue
Audubon, PA 19403
NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
TO BE HELD ON JUNE 3, 2026
To the stockholders of Globus Medical, Inc.:
Notice is hereby given that the 2026 Annual Meeting of Stockholders (the “Annual Meeting”) of Globus Medical, Inc., a Delaware corporation (the “Company”), will be held on Wednesday, June 3, 2026 at 6:00 p.m., Eastern Time, at our corporate headquarters located at Valley Forge Business Center, 2560 General Armistead Avenue, Audubon, Pennsylvania 19403.
The purposes of the Annual Meeting, as more fully described in the accompanying proxy statement, are:
To elect two Class II directors to serve until the 2029 Annual Meeting of Stockholders or until their successors are duly elected and qualified;
To approve an amendment to the 2021 Equity Incentive Plan to increase the number of authorized shares thereunder by 1,000,000;
To ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026;
To conduct a non-binding advisory vote to approve the compensation of the Company’s named executive officers; and
To transact such other business as may properly be brought before the meeting or any adjournment, postponement or continuation thereof.
Only stockholders of record at the close of business on April 13, 2026, may vote at the Annual Meeting or any adjournment, postponement or continuation thereof.
The Notice of Internet Availability of Proxy Materials is being mailed, and the attached Proxy Statement is being made available, to our stockholders beginning on or about April 24, 2026.
By Order of the Board of Directors,
Kelly G. HullerExecutive Vice President, General Counsel and Corporate Secretary
Your vote is important. Whether or not you plan to attend the Annual Meeting, please vote your shares promptly. To vote your shares, you can (1) use the Internet as described in the Notice of Internet Availability of Proxy Materials in the attached Proxy Statement and on your proxy card; (2) call the toll-free telephone number as described in the attached Proxy Statement and on your proxy card; or (3) complete, sign and date your proxy card and return your proxy card by mail.
Audubon, Pennsylvania
April 24, 2026
CAUTIONARY NOTE CONCERNING FORWARD-LOOKING STATEMENTS
This Proxy Statement contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements other than statements of historical fact are forward-looking statements. We have tried to identify forward-looking statements by using words such as “believe,” “may,” “might,” “could,” “will,” “aim,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “plan” and similar words. These forward-looking statements are based on our current assumptions, expectations and estimates of future events and trends. Forward-looking statements are only predictions and are subject to many risks, uncertainties and other factors that may affect our businesses and operations and could cause actual results to differ materially from those predicted. These risks and uncertainties include, but are not limited to, the risks set forth in “Item 1A. Risk Factors” our Annual Report on Form 10-K for the year ended December 31, 2025 and those discussed in other documents we file with the Securities and Exchange Commission. Moreover, we operate in an evolving environment. New risk factors and uncertainties emerge from time to time and it is not possible for us to predict all risk factors and uncertainties, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.
Given these risks and uncertainties, readers are cautioned not to place undue reliance on any forward-looking statements. Forward-looking statements contained herein speak only as of the date of this Proxy Statement. Except as may be required by law, we undertake no obligation to update any forward-looking statements as a result of new information, events or circumstances or other factors arising or coming to our attention after the date hereof.
WEBSITES
Website addresses referenced in this Proxy Statement are inactive textual references only, and the content on the referenced websites specifically does not constitute a part of this Proxy Statement and is not incorporated by reference herein.
| TABLE OF CONTENTS | |
|---|---|
| GENERAL INFORMATION | 1 |
| PROPOSAL 1 ELECTION OF DIRECTORS | 5 |
| PROPOSAL 2 APPROVAL OF AMENDMENT TO THE 2021 EQUITY INCENTIVE PLAN | 15 |
| PROPOSAL 3 RATIFICATION OF SELECTION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | 24 |
| PROPOSAL 4 ADVISORY VOTE ON COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS (“Say-on-Pay Vote”) | 26 |
| EXECUTIVE OFFICERS | 27 |
| COMPENSATION DISCUSSION AND ANALYSIS | 27 |
| SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT | 44 |
| TRANSACTIONS WITH RELATED PERSONS | 46 |
| STOCKHOLDER PROPOSALS | 47 |
| HOUSEHOLDING OF PROXY MATERIALS | 49 |
| OTHER MATTERS | 49 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.