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:

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)

BAUSCH HEALTH COMPANIES INC.

(Name of Registrant as Specified In Its Charter)

March 16, 2020May 2, 2022

Dear Fellow Shareholders:

On behalf of the Board of Directors of Bausch Health Companies Inc. (the “Company” or “Bausch Health”), I want to take this opportunityit is my pleasure to invite you to attend our 2020 Annual Meeting of Shareholders (the “Annual Meeting”“Meeting”). The Annual Meeting will be held on Tuesday, June 21, 2022 at 9:00 a.m., local time, on Tuesday, April 28, 2020Eastern Daylight Time. Due to the continuing public health concerns relating to the COVID-19 pandemic, the Board has determined to conduct the Meeting in an exclusively virtual format via a live internet webcast. There will be no physical meeting. We believe the virtual Meeting will facilitate shareholder attendance and participation by enabling shareholders to participate in the Meeting at no cost, while safeguarding the Company’s offices located at 2150 Saint Elzear Blvd. West, Laval, Quebec, Canada H7L 4A8. health and well-being of our shareholders, employees, and Board.

At the Annual Meeting, shareholders will vote on the proposals set forthlisted in the Notice of Annual Meeting (the “Notice”) and the accompanying management proxy circular and proxy statement (the “Proxy Statement”)Proxy Statement (as defined below), as well as receive a report on the progress of the Company. For those shareholders who have previously provided instructions to receive paper copies of our proxy materials, a paper copy will be sent to you in addition to a Notice Regarding Internet Availability of Proxy Materials (the “Notice”).

We are providing access to our proxy materials, including our Annual Report on Form10-K for the fiscal year ended December 31, 2019,2021, in a fast and efficient manner via the Internet.internet. On March 16, 2020,May 2, 2022, we will begin mailing the Noticeproxy materials to all shareholders of record as of March 2, 2020April 28, 2022 and will post our proxy materials on the website referenced in the Notice (www.proxyvote.comwww.proxyvote.com).). As more fully described in the Notice, all shareholders may choose to access our proxy materials on the website referred to in the Notice or may request to receive a printed set of our proxy materials. In addition, the Notice and website will provide information regarding how you may request to receive proxy materials in printed form by mail or electronically by email on an ongoing basis.

Your vote at the Annual Meeting is important. Whether or not you plan to attend the Annualvirtual Meeting, we hope you will vote as soon as possible. You will find voting instructions in the Notice, the Proxy Statement and on the Proxy Card.proxy card or your voting instruction form. You may vote via the Internetinternet or by telephone. Alternatively, if you requested a printed copy of the proxy materials by mail, you may mark, date, sign and mail the Proxy Cardproxy card in the envelope provided.

We appreciate your continued ownership of Bausch Health shares and your support.

Sincerely,

Sincerely,

Joseph C. Papa

Chairman of the Board and Chief Executive Officer BAUSCH HEALTH COMPANIES INC. 2150 Saint Elzear Blvd. West Laval, Quebec

BAUSCH HEALTH COMPANIES INC.

2150 Saint Elzéar Blvd. West

Laval, Québec H7L 4A8

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS

TO BE HELD ON JUNE 21, 2022

To the Shareholders of

Bausch Health Companies Inc.:

NOTICE IS HEREBY GIVEN that the 2022 Annual Meeting of Shareholders (the “Meeting”) of Bausch Health Companies Inc., a British Columbia corporation (the “Company,” “Bausch Health,” “we” or “our”), will be conducted in an exclusively virtual formal via a live internet webcast at www.virtualshareholdermeeting.com/BHC2022 at 9:00 a.m., Eastern Daylight Time, on Tuesday, June 21, 2022, for the following purposes:

1.  to elect twelve directors to serve on the Company’s board of directors (the “Board”) until the close of the 2023 Annual Meeting of Shareholders, their successors are duly elected or appointed, or such director’s earlier resignation or removal;

2.  to approve, in an advisory vote, the compensation of our named executive officers;

3.  to approve an amendment and restatement of the Company’s Amended and Restated 2014 Omnibus Incentive Plan;

4.  to appoint PricewaterhouseCoopers LLP to serve as the Company’s auditor until the close of the 2023 Annual Meeting of Shareholders and to authorize the Board to fix the auditor’s remuneration;

5.  to receive the audited consolidated financial statements of the Company for the year ended December 31, 2021, and the auditor’s report thereon; and

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

The record date for the Meeting is April 28, 2022. Only shareholders at the close of business on April 28, 2022 will be entitled to notice of, and to vote at, the Meeting.

We are providing access to our proxy materials, including our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, to each shareholder in a fast and efficient manner via the internet. On May 2, 2022, we will begin mailing the proxy materials to all shareholders as of the record date of April 28, 2022 and will post our proxy materials at www.proxyvote.com. The management proxy circular and proxy statement that accompanies this Notice of Annual Meeting of Shareholders contains additional information regarding the proposals to be considered at the Meeting, and shareholders are encouraged to read it in its entirety.

We encourage shareholders to vote as soon as possible. Shareholders can vote via the internet, by going to www.proxyvote.com and following the instructions on the website. Record shareholders can also call toll free 1-800-690-6903 on a touch tone telephone and following the instructions provided by “Vote Voice.” You will need to refer to the 16-digit control number provided on your proxy card. You may also vote by proxy by completing, dating and signing the proxy card provided with those materials and sending it in the envelope provided to Vote Processing, c/o Broadridge, 51 Mercedes Way, Edgewood, New York 11717, United States. Non-record shareholders (beneficial holders) who receive these materials through their broker or other intermediary should follow the instructions provided by their broker or intermediary.

For your vote to be effective, your voting instructions, if mailed in, must be received by Broadridge Financial Solutions, Inc. (“Broadridge”) not later than 11:59 p.m. (Eastern Daylight Time) on Thursday, June 16, 2022, or, in the case of any adjournment of the Meeting, not less than 48 hours, excluding Saturdays, Sundays and applicable holidays, prior to the time of the rescheduled meeting. The Board, or the chairperson of

the Meeting may, at their discretion, accept late proxies or waive the time limit for deposit of proxies, but are under no obligation to accept or reject any late proxy. If you have voted by proxy via the internet or by telephone or mail, any subsequent vote by proxy through any of these methods or during the Meeting will cancel any other proxy you may have previously submitted in connection with the Meeting, and only the latest dated proxy received prior to the deadline will be counted. A proxy received after this deadline may only be effective to revoke any prior proxy.

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS

April 28, 2020

To the Shareholders of

Bausch Health Companies Inc.:

NOTICE IS HEREBY GIVEN that the 2020 Annual Meeting of Shareholders (the “Annual Meeting”) of Bausch Health Companies Inc., a British Columbia corporation (the “Company”, “we” or “our”), will be held at 2150 Saint Elzear Blvd. West, Laval, Quebec, Canada H7L 4A8, on Tuesday, April 28, 2020, at 9:00 a.m., local time, for the following purposes:

1.  To receive the audited consolidated financial statements of the Company as of and for the fiscal year ended December 31, 2019 and the auditors’ report thereon, a copy of which is enclosed with this Notice of Annual Meeting;

2.  To elect eleven directors to serve on the Company’s board of directors (the “Board”) until the close of the 2021 Annual Meeting of Shareholders, their successors are duly elected or appointed, or such director’s earlier resignation or removal;

3.  To approve, in an advisory vote, the compensation of our named executive officers;

4.  To approve an amendment to the Company’s Amended and Restated 2014 Omnibus Incentive Plan to increase the number of common shares of the Company authorized for issuance under such plan;

4.  To appoint PricewaterhouseCoopers LLP as independent registered public accountants (the “auditors”) for the Company to hold office until the close of the 2021 Annual Meeting of Shareholders and to authorize the Board to fix the auditors’ remuneration; and

5.  To transact such other business as may properly come before the Annual Meeting or any adjournments or postponements thereof.

The record date for the Annual Meeting is March 2, 2020. Only record shareholders at the close of business on March 2, 2020 will be entitled to notice of and to vote at the Annual Meeting in person or by proxy.

We are providing access to our proxy materials, including our Annual Report on Form10-K for the fiscal year ended December 31, 2019, to each shareholder of record in a fast and efficient manner via the Internet. On March 16, 2020, we will begin mailing a Notice Regarding Internet Availability of Proxy Materials (the “Notice”) to all shareholders of record as of March 2, 2020 and will post our proxy materials on the website referenced in the Notice (www.proxyvote.com). As more fully described in the Notice, all shareholders may choose to access our proxy materials free of charge on the website referred to in the Notice or may request to receive a printed set of our proxy materials free of charge. These materials will remain available on the website through the conclusion of the Annual Meeting. In addition, the Notice and website provide information regarding how you may request to receive proxy materials in printed form by mail or electronically by email on an ongoing basis. For those shareholders who have previously provided instructions to receive paper copies of our proxy materials, a paper copy will be sent to you in addition to the Notice. The management proxy circular and proxy statement (the “Proxy Statement”) that accompanies this Notice of Annual Meeting of Shareholders contains additional information regarding the proposals to be considered at the Annual Meeting, and shareholders are encouraged to read it in its entirety.

Shareholders are invited to attend the Annual Meeting.Record shareholderswho are unable to attend the Annual Meeting in person are requested to vote via the Internet, by going towww.proxyvote.com and following

TABLE OF CONTENTS

i

BAUSCH HEALTH COMPANIES INC.

2150 Saint Elzéar Blvd. West

Laval, Québec H7L 4A8

MANAGEMENT PROXY CIRCULAR AND PROXY STATEMENT

2022 ANNUAL MEETING OF SHAREHOLDERS

TO BE HELD ON JUNE 21, 2022

INFORMATION ABOUT THE ANNUAL MEETING AND VOTING

This Management Proxy Circular and Proxy Statement (“Proxy Statement”) contains information about the 2022 Annual Meeting of Shareholders of Common Shares authorized for issuance under the 2014 Plan (“Proposal No. 3”); and

If you are a registered shareholder or a beneficial owner of common shares, no par value, of the Company (“Common Shares”), or if a broker or other intermediary holds your Common Shares, and you would like to sign up for electronic delivery, please visit www.proxyvote.com and enter the information requested to enroll. Your electronic delivery enrollment will be effective until you cancel it. If you have questions about electronic delivery, please call Bausch Health Investor Relations at 514-856-3855 or send an email to ir@bauschhealth.com.

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE

ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON JUNE 21, 2022

Our Annual Report on Form 10-K for the fiscal year ended December 31, 2021 (the “Annual Report”) is available on the internet at our website at www.bauschhealth.com, through the System for Electronic Document Analysis and Retrieval (“SEDAR”) at www.sedar.com or through the U.S. Securities and Exchange Commission’s electronic data system, EDGAR, at www.sec.gov. To request a printed copy of our Annual Report, which we will provide to you without charge, either write to Bausch Health Investor Relations at Bausch Health Companies Inc., 2150 Saint ElzéarBlvd. West, Laval, QuébecH7L 4A8, Canada, or send an email to Bausch Health Investor Relations at ir@bauschhealth.com.

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

This Proxy Statement contains information regarding, among other things:

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.

ATTENDING THE MEETING

The Meeting will be conducted exclusively via live internet webcast. The Board, certain members of management, and representatives of PricewaterhouseCoopers, our auditor, will dial into the webcast from remote locations.

What do I need to do if I wish to attend the Meeting?

The Meeting will be conducted in an exclusively virtual format via live internet webcast available at www.virtualshareholdermeeting.com/BHC2022. You will be able to access the Meeting using an internet connected device such as a laptop, computer, tablet or mobile phone, and the meeting platform will be supported across browsers and devices that are running the most updated version of the applicable software plugins. You will need your 16-digit control number located on the Notice, proxy card or voting instruction form to enter the virtual Meeting as a shareholder.

Shareholders as of the record date can access and vote at the Meeting during the live webcast as follows:

1.  Log into www.virtualshareholdermeeting.com/BHC2022 at least 15 minutes before the Meeting starts. You should allow ample time to check into the virtual Meeting and to complete the related procedures.

2.  Enter your 16-digit control number into the Shareholder Login section (your control number is located on your proxy card, voting instruction form or Notice) and click on “Enter Here.”

3.  Follow the instructions to access the Meeting and vote when prompted.

Even if you currently plan to participate in the virtual Meeting, you should consider voting your shares in advance so that your vote will be counted in the event that you later decide not to attend, or are unable to access, the virtual Meeting. If you access and vote on any matter at the Meeting during the live webcast, then you will revoke any previously submitted proxy.

Those accessing and voting at the virtual Meeting must remain connected to the internet at all times during the Meeting in order to vote when balloting commences. It is your responsibility to ensure internet connectivity for the duration of the Meeting.

There will be technical support phone numbers available on the virtual meeting website at www.virtualshareholdermeeting.com/BHC2022.

How do I ask a question at the Meeting?

We believe that the ability to allow for shareholders or their proxyholders to participate in the Meeting in a meaningful way, including asking questions, remains important despite the virtual format of the Meeting. At the Meeting, shareholders and proxyholders will have an opportunity to ask questions at the meeting in writing by sending a message to the chair of the Meeting online through the virtual meeting platform. Questions received from shareholders or proxyholders which relate to the business of the Meeting are expected to be addressed in the question-and-answer session that will follow the Meeting. Such questions will be read by the chair of the Meeting or a designee of the chair and responded to by a representative of the Company as they would be at a shareholders meeting that was being held in person. As at an in-person meeting, to ensure fairness for all attendees, the chair of the Meeting will decide on the amount of time allocated to each question and will have the right to limit or consolidate questions and to reject questions that do not relate to the business of the Meeting or which are determined to be inappropriate or otherwise out of order. It is anticipated that shareholders and proxyholders will have substantially the same opportunity to ask questions on matters of business at the meeting as in past years when the annual meeting of shareholders was held in person.

QUESTIONS ABOUT VOTING

What decisions will the shareholders be making at the Meeting?

You will be asked to vote on each of the following proposals:

The Board recommends that you vote: (i) FOR each of the director nominees proposed by the Board in this Proxy Statement, to serve on the Board until the close of the 2023 Annual Meeting of Shareholders, their successors are duly elected or appointed, or such director’s earlier resignation or removal; (ii) FOR the approval, in an advisory vote, of the compensation of our named executive officers; (iii) FOR the approval of an amendment and restatement of the Company’s Amended and Restated 2014 Omnibus Incentive Plan; and (iv) FOR the appointment of PwC as our auditor until the close of the 2023 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.

A simple majority of votes cast at the Meeting, whether virtually, by proxy or otherwise, in favor of Proposal No. 2, Proposal No. 3 and Proposal No. 4 will constitute approval of any such proposal submitted to a vote. With respect to Proposal No. 1, the election of directors will be subject to the Company’s majority vote policy described in “Proposal No. 1 — Election of Directors — Background” on page 9.

What impact does a Withhold or Abstain vote have?

What is the effect if I do not cast my vote?

If a record shareholder does not cast its vote by proxy or in any other permitted fashion, no votes will be cast on its behalf on any of the items of business at the Meeting. If a non-record shareholder does not instruct its intermediary on how to vote on any of the items of business at the Meeting and the intermediary does not have discretionary authority to vote the non-record shareholder’s Common Shares on the matter, or elects not to vote in the absence of instructions from the non-record shareholder, no votes will be cast on behalf of such non-record shareholder with respect to such item (a “broker non-vote”). If you are a beneficial owner whose Common Shares are held of record by a broker authorized to trade on the New York Stock Exchange (“NYSE”), NYSE rules permit your broker to exercise discretionary voting authority to vote your Common Shares on Proposal

No. 4, the appointment of PwC as our auditor, even if the broker does not receive voting instructions from you. However, NYSE rules do not permit your broker to exercise discretionary authority to vote on Proposal No. 1, the election of directors, Proposal No. 2, the advisory vote to approve the compensation of our named executive officers or Proposal No. 3, the approval of an amendment and restatement of the 2014 Plan. If you have further questions on this issue, please contact your intermediary bank or broker or Bausch Health Investor Relations at ir@bauschhealth.com.

What constitutes a quorum for the Meeting?

A minimum of two persons who either are, or represent by proxy, shareholders holding, in the aggregate, at least 25% of the outstanding Common Shares entitled to vote at the Meeting will constitute a quorum for the transaction of business at the Meeting. Votes withheld, abstentions, and broker non-votes will be counted for purposes of determining the presence of a quorum.

Who is entitled to vote?

Each shareholder is entitled to one vote for each Common Share registered in his or her name as of the close of business on April 28, 2022, the record date for the purpose of determining holders of Common Shares entitled to receive notice of and to vote at the Annual Meeting.

As of April 28, 2022, 361,446,847 Common Shares were issued and outstanding and entitled to be voted at the Meeting.

How do I vote?

The voting process is different depending on whether you are a record (registered) or non-record shareholder:

Non-record shareholders

If you are a non-record shareholder, you should receive voting instructions from your broker or other intermediary holding your shares. You should carefully follow the instructions provided by the broker or intermediary in order to instruct them how to vote your Common Shares. The availability of voting by telephone or internet, and the deadline for providing your broker or nominee with your voting instructions, will depend on the voting process of your broker or intermediary.

Your intermediary must receive your voting instructions in sufficient time for your intermediary to act on them prior to the deadline for the deposit of proxies of 11:59 p.m. (Eastern Daylight Time) on Monday, June 20, 2022, or, in the case of any adjournment of the Meeting, not less than 48 hours (excluding Saturdays, Sundays and applicable holidays) prior to the rescheduled Meeting.

If you wish to vote your Common Shares online during the Meeting, you may do so by following the instructions provided during the webcast of the Meeting. Even if you plan to attend the virtual Meeting, we recommend that you vote before the Meeting by following the instructions provided by your broker or intermediary, so that your vote will be counted if you later decide not to, or are unable to, attend the Meeting.

Record shareholders

If you are a record shareholder, there are several ways for you to vote your Common Shares or submit your proxy:

Via the internet:    Go to www.proxyvote.com and follow the instructions on the website. You will be prompted to provide the 16-digit control number printed on your proxy card. The internet voting service will be available until 11:59 p.m. (Eastern Daylight Time) on Monday, June 20, 2022.

By telephone:    You may vote via telephone by calling toll free 1-800-690-6903. You will be prompted to provide the 16-digit control number printed on your proxy card). The telephone voting service will be available until 11:59 p.m. (Eastern Daylight Time) on Monday, June 20, 2022.

By mail:    Complete, sign and date each proxy card you received, and return it in the prepaid envelope to Vote Processing, c/o Broadridge, 51 Mercedes Way, Edgewood, New York 11717, United States. Broadridge must receive your proxy card not later than 11:59 p.m. (Eastern Daylight Time) on Thursday, June 16, 2022 in order for your vote to be counted if sent in by mail. If the Meeting is adjourned or postponed, Broadridge must receive your proxy card at least 48 hours, excluding Saturdays, Sundays and applicable holidays, before the rescheduled Meeting.

During the Meeting:     You may vote your Common Shares online during the Meeting by following the instructions provided during the webcast of the Meeting. Even if you plan to attend the virtual Meeting, we recommend that you submit your proxy card or vote by telephone or internet by the above deadlines so that your vote will be counted if you later decide not to, or are unable to, attend the Meeting.

We provide internet proxy voting to allow you to vote your Common Shares via the internet, with procedures designed to ensure the authenticity and correctness of your proxy vote instructions. However, please be aware that you must bear any costs associated with your internet access, such as usage charges from internet access providers and telephone companies.

The Board, or the Chairperson of the Meeting may, at their discretion, accept late proxies or waive the time limit for deposit of proxies, but are under no obligation to accept or reject any late proxy.

If you receive more than one set of proxy materials, your Common Shares are registered in more than one name or are registered in different accounts. Please follow the voting instructions on each Notice and/or proxy card to ensure that all of your Common Shares are voted.

How do I appoint a proxyholder?

Your proxyholder is the person you appoint to cast your votes on your behalf at the Meeting. You can choose anyone you want to be your proxyholder; it does not have to be either of the persons we have designated on your proxy card or voting instruction form, nor does it have to be a shareholder. Please ensure that the person you have appointed will be attending the virtual Meeting and has your Control Number and other information required in order to vote your Common Shares. Since the Meeting will take place virtually, the process for appointing another person as your proxyholder other than the persons we have designated, is different than it would be for an in person meeting.

If you wish to appoint such a person as your proxyholder and you are a record shareholder, you must follow the instructions on your proxy card. Non-record shareholders wishing to appoint such a person as their proxyholder must contact their intermediary for instructions.

How will my Common Shares be voted if I give my proxy?

If you sign and return a proxy card or voting instruction form and do not appoint a third-party proxyholder, or if you vote via the internet or by telephone in advance of the Meeting, you appoint Mr. Papa and Ms. Ackermann as your proxyholders (with full power of substitution), either of whom will be authorized to vote and otherwise act for you at the Meeting, including any continuation after adjournment of the Meeting. Unless you specify voting instructions, Mr. Papa and Ms. Ackermann, as your proxyholders, will vote your Common Shares as follows:

If I change my mind, can I revoke my proxy once I have given it?

If you are a non-record shareholder, you can revoke your prior voting instructions by contacting your broker to revoke your proxy or change your voting instructions, by providing new instructions to your broker or intermediary on a later date (if you provide your voting instructions by mail) or at a later time (if you provide your voting instructions by telephone or via the internet), or by voting at the Meeting.^. Any new voting instructions given to brokers or other intermediaries in connection with the revocation of proxies must be received in sufficient time to allow them to act on such instructions prior to the deadline for the deposit of proxies of 11:59 p.m. (Eastern Daylight Time) on Monday, June 20, 2022, or at least 48 hours (excluding Saturdays, Sundays and applicable holidays) prior to the time of the Meeting if it is rescheduled. If you choose to provide voting instructions multiple times, only the latest one which is not revoked and is received prior to such deadline will be counted.

If you are a record shareholder, you may revoke any proxy that you have given until the time of the Meeting by voting again by telephone or via the internet as instructed above, by signing and dating a new proxy card and submitting it as instructed above, or by voting at the Meeting. If you choose to submit a proxy multiple times before the Meeting via the internet or by telephone or mail, or a combination thereof, only your latest vote, which is not revoked and is received prior to 11:59 p.m. (Eastern Daylight Time) on Monday, June 20, 2022 (or 48 hours, excluding Saturdays, Sundays and applicable holidays, before the Meeting if it is rescheduled) will be counted. A record shareholder who votes during the Meeting will automatically revoke any proxy previously given by that shareholder regarding business considered by that vote. However, mere attendance at the Meeting by a record shareholder who has voted by proxy does not revoke such proxy. If your proxy is delivered following the proxy cut-off time it will revoke your previous proxy; however, it will not be valid for voting except at the discretion of the Board or the chairperson of the Meeting, who are under no obligation to accept or reject any late proxy.

What if amendments are made to these proposals or if other matters are brought before the Meeting?

The proxy card also gives discretionary authority to proxyholders to vote as the proxyholders see fit with respect to amendments or variations to proposals identified in the Notice of Meeting or other matters that may come before the Meeting whether or not the amendment, variation or other matter that comes before the Meeting is or is not routine and whether or not the amendment, variation or other matter that comes before the Meeting is contested.

As of the date of this Proxy Statement, the Board is not aware of any such amendments, variations or other matters to come before the Meeting. However, if any such changes that are not currently known to the Board should properly come before the Meeting, the Common Shares represented by your proxyholders will be voted in accordance with the best judgment of the proxyholders, and in accordance with the rules of the SEC.

Who is soliciting my proxy?

Management of the Company is soliciting your proxy for use at the Meeting. All associated costs of solicitation will be borne by the Company. It is expected that the solicitation will be primarily by mail, but proxies may also be solicited personally, by advertisement, by telephone, internet, telegraph, courier service, telecopies or other electronic means by directors, officers or employees of the Company without special compensation or by the Company’s proxy solicitor, D.F. King Co., Inc. (“D.F. King”) for a fee of $10,000 plus reimbursement of reasonable out-of-pocket expenses. The Company will bear the entire cost of solicitation, including the preparation, assembly, internet hosting, maintaining a dedicated call line, and printing and mailing the Proxy Statement and form of proxy card. The Company will pay those entities holding Common Shares in the names of their beneficial owners, such as brokers, nominees, fiduciaries and other custodians, for their reasonable fees and expenses in forwarding solicitation materials to their beneficial owners and for obtaining their instructions. We anticipate that the Proxy Statement and accompanying proxy card will be distributed to shareholders on or about May 2, 2022.

How can I contact the independent directors and/or the Chairman of the Board?

You may contact the independent directors and/or the Chairman of the Board with the assistance of the Company’s Investor Relations Department. Shareholders or other interested persons can call or send a letter or email to:

Bausch Health Companies Inc.

Investor Relations

2150 Saint ElzearElzéar Blvd. West

Laval, QuebecQuébec H7L 4A8

Canada

Phone:514-856-3855

Fax:514-744-6272

Email: ir@bauschhealth.com

Whom should I contact if I have questions concerning the Proxy Statement or the Proxy Card?proxy card?

If you have questions concerning the information contained in this Proxy Statement or require assistance in completing the Proxy Card,proxy card, you may contact Bausch Health Investor Relations as provided above.

PROPOSAL NO. 1

ELECTION OF DIRECTORS

BACKGROUND

WeBausch + Lomb Separation

On August 6, 2020, we announced our plan to separate our eye-health business into an independent publicly traded entity, Bausch + Lomb Corporation (“Bausch + Lomb”) from the remainder of Bausch Health Companies Inc. On April 28, 2022, we launched the roadshow for the initial public offering of Bausch + Lomb (the “B+L IPO”).

On April 26, 2022, each of John A. Paulson and Andrew von Eschenbach, M.D. gave notice of his intended resignation from the Board, effective and conditional upon the closing of the B+L IPO (such date, the “IPO Closing Date”). The IPO Closing Date is expected to occur before the Annual Meeting, and therefore neither director is being nominated for election. The decision of each of Mr. Paulson and Dr. Von Eschenbach to resign from the Board was not due to any dispute or disagreement with the Company or the Board on any matter relating to the Company’s operations, policies or practices. Effective and conditional upon the IPO Closing Date, the Board has resolved to appoint Richard C. Mulligan and Thomas J. Appio, both of whom are nominated for election at this Meeting, to fill the vacancies that will be created by the departures of Mr. Paulson and Dr. Von Eschenbach. There are no arrangements or understandings between either Dr. Mulligan or Mr. Appio and any other persons pursuant to which he was selected as a director, and there have elevenbeen no transactions since the beginning of the Company’s last fiscal year, or are currently proposed, regarding Dr. Mulligan or Mr. Appio that are required to be disclosed pursuant to Item 404(a) of Regulation S-K other than the Amended and Restated Employment Agreement, dated February 18, 2022, between us and Mr. Appio, filed as an exhibit to our Annual Report on Form 10-K on February 23, 2022, or unless otherwise disclosed elsewhere in this Proxy Statement.

As previously announced, Mr. Appio will also replace Mr. Papa as CEO effective as of the IPO Closing Date. Mr. Papa will continue to serve as Chairman of the Board if elected. In addition, certain other changes in management will occur effective as of the IPO Closing Date. See “Executive Officers – Certain Changes Upon Completion of the B+L IPO.”

The twelve director nominees standing for election at the AnnualMeeting are therefore based on the members of the Board that we expect to be in place at the time of the Meeting (assuming the IPO Closing Date has already occurred). However, there can be no assurance as to when the B+L IPO will be completed, if at all. If the B+L IPO is not completed prior to the Meeting, the resignations of Mr. Paulson and Dr. von Eschenbach will not be effective, Dr. Mulligan and Mr. Appio will not be appointed to the Board, and we may amend this proxy statement to update the nominees standing for election at the Meeting.

Director Nominees

We have twelve director nominees standing for election at the Meeting. Under the Company’s Articles, directors are elected annually. Directors elected at the Annual Meeting will hold office until the close of the 20212023 Annual Meeting of Shareholders of the Company, their successors are duly elected or appointed, or such director’s earlier resignation or removal. In an uncontested election, any director nominee who receives a greater number of votes “withheld” from his or her election than votes “for” such election is required to tender his or her resignation promptly following the vote, which resignation must state that it will become effective upon acceptance by the Board. The Nominating and Corporate Governance Committee of the Board shall then consider the offered resignation and make a recommendation to the Board as to whether it should accept such resignation. The Nominating and Corporate Governance Committee is expected to accept such resignation, except in exceptional circumstances. Within 90 days of the applicable vote, the Board must decide whether to accept such resignation, and promptly disclose its decision via press release. Full details of this policy are set forth in our Corporate Governance Guidelines, available on our website at www.bauschhealth.com (under the tab “Investors” and under the subtab “Corporate Governance-Governance – Governance Documents”). Our website is not part of this Proxy Statement; references to our website address in this Proxy Statement are intended to be inactive textual references only.

Each of the eleventwelve director nominees has established his or her eligibility and willingness to serve on the Board. Set forth in the section titled “Nominees for Election to the Board” beginning on page 12 are the names of the director nominees together with details about their backgrounds and experience. Also indicated is the number of the Company’s securities beneficially owned, controlled or directed, directly or indirectly, by each of the director nominees as of March 2, 2020,April 28, 2022, as well as the aggregate value based on the $23.09$19.74 per share closing price of our Common Shares as reported on the NYSE on March 2, 2020.April 28, 2022. For each director nominee, you will find a record of attendance at meetings of the Board and the standing committees of the Board on which such director nominee served during 2019.2021.

TenThe Board has determined that ten of the eleventwelve director nominees are independent within the meaning of all applicable securities regulatory and stock exchange requirements in Canada and the United States. In addition, in accordance with the applicable stock exchange requirements and Board committee charters, the Board has determined that all members of the Board’s Audit and Risk Committee, the Talent and Compensation Committee and the Nominating and Corporate Governance Committee are independent directors.

Unless otherwise instructed, the designated proxyholders intend to vote FOR the election of the eleventwelve director nominees proposed by the Board in this Proxy Statement. If, for any reason, at the time of the Annual Meeting any of these director nominees are unable or unwilling to serve, unless otherwise specified in the signed Proxy Card,proxy card, it is intended that the designated proxyholders will vote in their discretion for a substitute nominee or nominees.

NOMINATION OF DIRECTORS

The Board is responsible for nominating director candidates for election to the Board, and for appointing directors to the Board to fill any vacancies that may occur in between annual elections of directors. The Nominating and Corporate Governance Committee is responsible for identifying individuals qualified to become directors and recommending to the Board director candidates for nomination either for election by shareholders or for appointment by the Board. In fulfilling this responsibility, the Nominating and Corporate Governance Committee considers, among other things, (i)the independence, skills, qualifications and experience of director candidates in a manner consistent with the selection criteria approved by the Board from time to time; (ii) the

effectiveness, both as measured annually and cumulatively, of the Board Diversity Policy in conjunction with its director evaluation and nomination process. The Nominating and Corporate Governance Committee assesses the effectiveness of the Board Diversity Policy by reference to, among other things, the extent to which the current Board and the nominees for election to the Board reflect the stated objectives of the Board Diversity Policy. The recently approved Board Diversity Policy provides for a target of 30% women and/or minority representation on the Board by the end of 2024. The Board Diversity Policy provides that any search firm engaged to assist in identifying candidates for appointment to the Board will be directed to consider the desire of the Company has not established a specific target number or dateto have its Board reflect diversity as contemplated by which to achieve a specificthe policy, including the number of women on the Board, as we consider a multitude of factors, including the Company’s objectives and challenges and the representation of women on the Board, in determining the best nominee at the time.directors. If all of our director nominees are elected by shareholders at this Annual Meeting, two directors, representing 18%17% of our directors, will be women. For a discussion of the Company’s policy regarding the level of women in executive officer positions, see “Statement of Corporate Governance Practices — Talent and Compensation Committee — Succession Planning” beginning on page 31.38.

In considering an individual’s experience, the following additional criteria are also considered:considered with respect to the composition of the Board as a whole:

Healthcare and Healthcare Industry Expertise:    The Board values directors with experience in healthcare and the healthcare industry, including the pharmaceutical, consumer and life science industries, who can draw on their functional expertise and industry relationships to assist the Board and management in executing the Company’s strategy.

International Business Experience:    To complement the Company’s multinational and cross-border operations, the Board seeks to have directors with a global business perspective who can assist the Board and management in successfully navigating the business, political, legal and regulatory environments in the countries in which the Company conducts, or seeks to conduct, its business.

Financial Literacy:    The Board believes that it is important for its directors to possess significant financial reporting, compliance and accounting expertise. Among other functions, the Board and the Audit and Risk Committee have oversight responsibility with respect to the quality and integrity of the Company’s financial statements, the internal and external audit functions, and internal control over financial reporting and disclosure controls and procedures. It is therefore important that its directors are financially knowledgeable.

Corporate Governance Experience:    The Board is responsible for the stewardship of the Company and supervising its management, business and affairs, in addition to being responsible for adopting and

Submitting Director Recommendations to the Nominating and Corporate Governance Committee

The Nominating and Corporate Governance Committee will also consider director recommendations submitted by the Company’s shareholders. Shareholders who wish to have the Nominating and Corporate Governance Committee consider their recommendations should submit their recommendation in writing to the Nominating and Corporate Governance Committee, attention: Chairperson, Bausch Health Companies Inc., 2150 Saint ElzearElzéar Blvd. West, Laval, Quebec,Québec, H7L 4A8, Canada.

Director recommendations made by shareholders in such manner will undergo the same evaluation by the Nominating and Corporate Governance Committee and the Board as all other director nominees. For more detailed information on this evaluation process, please refer to the charter of the Nominating and Corporate Governance Committee, which is available on the Company’s website at www.bauschhealth.com (under the tab “Investors” and under the subtab “Corporate Governance-Governance – Corporate Governance Documents”). For additional information regarding our director standards, please refer to our Corporate Governance Guidelines, which isare available on the Company’s website at www.bauschhealth.com (under the tab “Investors” and under the subtab “Corporate Governance-Governance — Governance Documents”).

In order for a director candidate recommendednominated by a shareholder to be included as a nominee in the management proxy circular and proxy statement for an Annual Meeting of Shareholders, such shareholder’s nomination must satisfy the criteria and procedures prescribed under theBritish Columbia Business Corporations Act(“BCBCA”) and in the Company’s Articles. For additional information regarding the deadlines and procedures for submitting such nominations for the 20212023 Annual Meeting of Shareholders, please see the discussion on page 92105 under “Shareholder Proposals and Director Nominations for the 20212023 Annual Meeting of Shareholders.”

The results from the 20192021 election of directors are as follows:

The following narratives provide details about each of the director nominees’ background and experience, and summarizes the specific attributes, competencies and characteristics that led to the determination of the Nominating and Corporate Governance Committee and the Board to nominate such individual as a director for election by the shareholders at the Annual Meeting. In addition, the narrative lists the number of meetings of the Board and any applicable committee each director nominee attended during 20192021 and any public company directorships, other than with the Company, held by the nominees during the past five years. The narrative also sets out (i) the number of securities of the Company each director nominee beneficially owned, controlled or directed, directly or indirectly, as of March 2, 2020;April 28, 2022; (ii) the aggregate value of such securities based on the $23.09$19.74 per share closing price of our Common Shares on March 2, 2020,April 28, 2022, as reported on the NYSE,NYSE; and (iii) the progress of each director nominee toward the director share ownership requirement established by the Board. For further detail regarding the share ownership requirement fornon-employee Directors, see the discussion in the section titled “Statement of Corporate Governance Practices — Directors’ Share Ownership” on page 28.30. For further detail regarding the share ownership requirement for Mr. Papa and Mr. Appio, see the discussion in the section titled “Compensation Discussion and Analysis — Other Compensation Governance Practices — Share Ownership Guidelines” on page 53.63.

None ofMessrs. Icahn and Miller were appointed to the Board on March 17, 2021 pursuant to the Nomination Agreement described under “Certain Transactions” beginning on page 87. No other directors or director nominees of the Company were selected for nomination at the Annual Meeting pursuant to any arrangement or understanding. None of the directors or director nominees are related by blood, marriage or adoption to one another or to any executive officer of the Company.

STATEMENT OF CORPORATE GOVERNANCE PRACTICES

The Board is committed to sound and effective corporate governance practices with the goal of ensuring the Company’s financial strength and overall business success. Our governance practices are periodically assessed against those practices suggested by recognized governance authorities and are designed to maintain alignment with shareholder interests and key governance best practices.

Director Independence

The Board believes that, in order to be effective, our Board must be able to operate independently of management. As described in our Corporate Governance Guidelines, available on our website at www.bauschhealth.com (under the tab “Investors” and under the subtab “Corporate Governance-Governance — Corporate Governance Documents”), a sufficient number of directors must satisfy the applicable tests of independence, such that the Board complies with all independence requirements under corporate and securities laws and stock exchange requirements applicable to the Company. The Corporate Governance Guidelines further provide that the Nominating and Corporate Governance Committee, as well as the Board, reviews the relationships that each director has with the Company in order to satisfy itself that these independence criteria have been met. On an annual basis, as part of our disclosure procedures, all directors complete a questionnaire pertaining to, among other things, share ownership, family and business relationships, and director independence standards. The Board must then disclose in the Company’s annual management proxy circular and proxy statement the identity of each of the independent directors and the basis for the Board’s determination for each of the directors who are not independent.

The Board is currently comprised of eleventwelve members. The Board has determined that teneleven of our eleventwelve current directors (or 91%92%) are “independent directors” within the meaning of applicable regulatory and stock exchange requirements in Canada and the United States, as none of them have a material relationship with the Company that could be reasonably expected to interfere with their exercise of independent judgment. The teneleven independent directors currently on the board are: Mr. Ross (Lead Independent Director), Mr. De Schutter, Mr. Hale,Icahn, Dr. Karabelas, Ms. Kavanagh, Mr. Miller, Mr. Paulson, Mr. Power, Mr. Robertson, Dr. von Eschenbach, and Dr. Wechsler.

None of our current directors (all of whom are director nominees)nominees, except for Mr. Paulson and Dr. von Eschenbach) have entered into employment, service or similar contracts with us, with the exception of Mr. Papa.Papa and Mr. Appio. On April 25, 2016, Mr. Papa entered into an employment agreement with the Company as its Chairman of the Board and CEO.Chief Executive Officer (“CEO”). In addition, Mr. Appio, a director nominee who has been appointed to fill one of the vacancies created by the departures of Mr. Paulson and Dr. Von Eschenbach effective upon the IPO Closing Date, has entered into an employment agreement with the Company to serve as CEO effective as of the IPO Closing Date (at which time Mr. Papa will step down as CEO). For this reason, the Board has determined that heneither Mr. Papa nor Mr. Appio is not an independent director and will not be eligible to serve on the Audit and Risk Committee, the Talent and Compensation Committee, or the Nominating and Corporate Governance Committee. The Board has also determined that Dr. Mulligan, a director nominee who will be appointed to the Board upon the IPO Closing Date, is independent.

Board Leadership Structure

Our Corporate Governance Guidelines provide that our Board may determine from time to time the most effective leadership structure for the Company, including whether the same individual should serve both as

Chairman of the Board and the Chief Executive Officer (“CEO”).CEO. Mr. Papa, our CEO, , also serves as Chairman of the Board. Due to thein-depth knowledge of the Company’s operations gained by serving as CEO, Mr. Papa is well positioned to identify and lead Board deliberations regarding important matters relating to the Company’s operations, strategic priorities, and overall development. The Board believes that serving as both CEO and Chairman of the Board enables Mr. Papa to facilitate effective communication between Company management and the Board and to ensure key issues and recommendations are brought to the attention of the Board. The Board believes that this leadership structure, in conjunction with the appointment of a Lead Independent Director, is the most effective for the Company at this time, and that the existing corporate governance practices effectively achievesachieve independent oversight and management accountability. Effective on the IPO Closing Date, Mr. Papa will continue as Chairman of the Board and Mr. Appio will act as CEO.

As required by the Company’s Articles, at least 50% of the directors then in office must be present in order to transact business at any Board meeting. AtAll incumbent directors attended at least 81% of our directors participated in each75% of the total Board and Committee meetings held during 2019.on which he or she served in 2021.

During 2019,2021, the Board had five standing committees: the Audit and Risk Committee, the Talent and Compensation Committee, the Nominating and Corporate Governance Committee, the Finance and Transactions Committee, and the Science and Technology Committee. In addition, on June 3, 2020, the Board established an ad hoc Special Transactions Committee to assist with evaluating strategic alternatives, including the proposed separation of the Company’s eye health business into an independent, publicly traded entity.

Directors are expected to attend and participate in substantially all meetings of the Board and of all committees on which they serve. The Board and Board committee attendance records of ourfor all directors atwho served on the Board and committee meetings held during 20192021 are set forth below.

Under the Board Charter, the Board is responsible for, among other things, the following corporate governance-related matters: (i) overseeing the Company’s performance and the quality, depth and continuity of management needed to meet the Company’s strategic objectives; (ii) developing and approving the Company’s approach to and practices regarding corporate governance; (iii) succession planning; (iv) overseeing orientation and education programs for new directors and ongoing education opportunities for continuing directors; (v) reviewing, discussing and approving the Company’s strategic planning and organizational structure and supervising management to oversee that the strategic planning and organizational structure preserve and enhance the business of the Company and the Company’s underlying value; (vi) approving and assessing compliance with all significant policies and procedures by which the Company is operating, including the Company’s StandardsBausch Health Code of Business Conduct (as described below); (vii) reviewing the Company’s principal risks and assessing whether appropriate systems are in place to manage such risks; and (viii) ensuring the integrity and adequacy of the Company’s internal controls.

The Board Charter is attached to this Proxy Statement as Exhibit A and is available on our website at www.bauschhealth.com (under the tab “Investors” and under the subtab “Corporate Governance – Corporate Governance Documents”).

Position Descriptions

The Board has developed written position descriptions for the Chairman of the Board, the CEO, the Lead Independent Director, and the Chairpersons of each of the Audit and Risk Committee, the Nominating and Corporate Governance Committee, the Talent and Compensation Committee, the Finance and Transactions

understandable public disclosure; (iii) compliance with applicable laws and regulations; (iv) protection of the Company’s assets; and (v) maintaining a harassment-free work environment.

Our employees and directors are required to maintain an understanding of, and ensure their compliance with, the Standards.Code of Conduct, which we review annually. Supervisors are responsible for maintaining awareness of the Standards,Code of Conduct, and for reporting any deviations from the Standards.Code of Conduct. The StandardsCode of Conduct also require the Company to conduct regular audits to test compliance with the Standards.Code of Conduct. Subject to Board approval, responsibility for the establishment and periodic review and update of the StandardsCode of Conduct falls within the mandate of the Audit and Risk Committee.

All individuals subject to the StandardsCode of Conduct are obligated to promptly report violations and potential violations of law, the Standards,Code of Conduct, or policies of the Company referenced in the Standards.Code of Conduct. Such violations or suspected violations may be reported to the appropriate Company representative, or anonymously and confidentially through the Company’s business ethics hotline. All potential violations must in turn be reported to the Company’s General Counsel or Chief Compliance & Ethics Officer. The Board has established reporting procedures in order to encourage employees and directors to raise concerns regarding matters addressed by the StandardsCode of Conduct on a confidential basis free from discrimination, retaliation or harassment. Employees of the Company who violate the StandardsCode of Conduct may face disciplinary actions, including dismissal.

Code of Ethics

Our StandardsWe also includemaintain a Code of Ethics for the CEO and Senior Finance Executives (the “Code of Ethics”), which is designed to deter wrongdoing and promote (i) honest and ethical conduct in the practice of

requirements described in this paragraph. All of our othernon-employee directors as of April 28, 2022 have satisfied the minimum equity ownership requirement based on the $23.09$19.74 per share closing price of our Common Shares on March 2, 2020,April 28, 2022, as reported on the NYSE.

Mr. Papa isand Mr. Appio are excluded from the share ownership guidelines fornon-employee directors. He isThey are subject to share ownership guidelines established by our Talent and Compensation Committee, as further discussed in the section titled “Compensation Discussion and Analysis – Other Compensation Governance Practices – Share Ownership Guidelines” on page 53.63.

Risk Oversight

Our Board participatesrecognizes the importance of effective risk oversight in risk management oversight, with a view of supporting the achievement of organizational objectives, including strategic objectives, improving long-term organizational performance and enhancing shareholder value. In addition,

Our management is responsible for identifying, assessing and managing our exposure to various risks. The global Enterprise Risk Management (“ERM”) office, which reports to our Executive Vice President, General Counsel and Head of Commercial Operations, was established to assist with this process. Our ERM office routinely meets with the Company’s Executive Committee and members of senior leadership to (i) identify emerging risks across the Company’s operations; (ii) review, assess and prioritize identified risks; and (iii) develop risk mitigation plans, and each quarter provides the Audit and Risk Committee assistswith updates on these activities. Risks identified through this process include those related to our R&D pipeline, strategic planning, debt and finance, human capital, IT and cybersecurity, business disruption, and legal and compliance. During 2020, the ERM office expanded this process to include risks across all risk categories arising from the COVID-19 pandemic.

While our executive officers and members of our senior leadership team are responsible for our day-to-day risk management, including identifying risks and implementing risk mitigation plans, our Board in monitoringis responsible for promoting a culture of risk management within the Company and overseeing the Company’s Standardsprincipal risks and assessing whether appropriate systems are in place to manage such risks. The Board exercises its risk management,oversight responsibilities both directly as well as through its standing committees. The Board committees regularly review and discuss risk topics that fall under the duties and responsibilities described in their committee charters, as summarized below, and report to the Board any significant risks identified during their review. The Board discusses those risks, and also receives regular reports regarding material legal, IT and cybersecurity, commercial, finance and business development matters.

The Audit and Risk Committee, in addition to its oversight of the ERM office as described above, oversees risks relating to (i) financial statements, reporting and internal controls; (ii) technology, information security and cybersecurity; (iii) compliance and ethics programs, including with respect to cybersecurity risks, provides oversight for the Company’s global ethics and healthcare compliance program, and oversees the Company’s receipt and handling of business ethics reports received pursuant tothrough the Company’s Business Ethics Reporting Program. Various other committees of the Board also have responsibility for monitoring risk management in specific areas. For example, thereporting program; and (iv) legal and regulatory issues.

The Talent and Compensation Committee annually reviewsoversees risks related to human capital and discusses with management the relationship betweencompensation, including (i) the Company’s compensation policies and practicespractices; (ii) the Company’s incentive and itsequity compensation plans; (iii) workforce staffing; and (iv) executive and senior leadership succession. For additional information regarding the Talent and Compensation Committee’s oversight of risk management, including the extentrelating to which thosecompensation policies and practices, create risks for the Company. Seesee “Talent and Compensation Committee — Compensation Risk Determination” below. In addition,on page 64.

The Nominating and Corporate Governance Committee provides oversight with respect to risks related to the Company’s corporate governance, including: (i) the composition, size, structure, and effectiveness of the Board and its committees; (ii) director succession; (iii) director independence; and (iv) the Company’s corporate governance policies and practices.

The Finance and Transactions Committee oversees risks relating to the Company’s (i) debt; (ii) credit and liquidity; (iii) capital structure; and (iv) business development activities.

The Science and Technology Committee oversees risks relating to (i) the Company’s product pipeline; (ii) R&D initiatives; and (iii) regulatory matters.

ESG and Sustainability; Board Oversight

Our vision is to continue to be a trusted health care partner, and our mission is improving people’s lives with our health care products. Bausch Health’s mission is supported by the following five guiding principles that are foundational to our success and future growth, and provide direction for the company:

Our mission and five guiding principles define how we approach ESG matters. Based on them, we have framed our ESG work around five key ESG commitment areas:

We believe that focusing on these commitment areas are integral to the success of the Company and the health of the communities we operate in and serve. We publish a corporate social responsibility (“CSR”) report that highlights our corporate responsibility commitments. The CSR report provides an overview of our ESG practices and programs. Our 2021 CSR report is available on our website at www.bauschhealth.com (under the tab “Responsibility” and under the subtab “CSR Report”). Neither the CSR report nor our website are incorporated by reference to this Proxy Statement.

Board Oversight of ESG Matters

Each of the Board, the Audit and Risk Committee, the Nominating and Corporate Governance Committee, periodically providesand the Talent and Compensation Committee shares responsibility for oversight with respect to risks associated withof various aspects of our corporate governanceESG practices and programs. Our Talent and Compensation Committee oversees our human capital management programs, and the processes, policies and practices, includinggovernance related to our Corporate Governance Guidelines. Theexecutive compensation practices. Our Audit and Risk Committee oversees our compliance and ethics program. Finally, our Nominating and Corporate Governance Committee also oversees our Board governance practices, environmental and reviews evaluations ofsustainability programs, and corporate governance policies. In its oversight role, the Board andreceives periodic updates from each of our Board committees.these standing committees and from management, and a complete ESG status update is provided to the Nominating and Corporate Governance Committee quarterly, including on the Company’s environmental and sustainability efforts and programs.

Under the supervisionKey Areas of Focus and Progress

Below are a few examples of initiatives we have undertaken with respect to each of our five ESG commitment areas:

I. Operate with Integrity

II. Respect the Environment

III. Advance Global Health & Patient Care

IV. Improve our Communities

V. Employee Growth and Well-Being

Board Committees

During 2019,2021, the Board had five standing committees: the Audit and Risk Committee, the Talent and Compensation Committee, the Nominating and Corporate Governance Committee, the Finance and Transactions Committee, and the Science and Technology Committee. In addition, on June 3, 2020, the Board established an ad hoc Special Transactions Committee to assist with evaluating strategic alternatives, including the proposed separation of the Company’s eye health business into an independent, publicly traded entity. No member of any committee is presently an employee of the Company or its subsidiaries. The specific responsibilities of each of the Audit and Risk Committee, the Talent and Compensation Committee, the Nominating and Corporate Governance Committee, the Finance and Transactions Committee, and the Science and Technology Committee are identified in the respective committee’s charter. Copies of the charters for each of the foregoing committees are available on our website at www.bauschhealth.com (under the tab “Investors” and under the subtab “Corporate Governance — Corporate Governance Documents”) and are also available in print to shareholders upon request submitted to Investor Relations, Bausch Health Companies Inc., 2150 Saint ElzearElzéar Blvd. West, Laval, QuebecQuébec H7L 4A8, Canada.

The Chairman of the Board and the Chairperson of each of the Audit and Risk Committee, the Talent and Compensation Committee and the Nominating and Corporate Governance Committee are expected to be available to respond to questions from shareholders at the Annual Meeting.

The table below sets forth each current director’s membership on our standing Board committees.

Audit and Risk Committee

The Audit and Risk Committee is comprised of four independent directors: Mr. Robertson (Chairperson), Ms. Kavanagh, Mr. Power and Mr. Ross. The responsibilities, powers and operation of the Audit and Risk Committee are set out in the written charter of the Audit and Risk Committee. Pursuant to the Audit and Risk Committee Charter, each member of the Audit and Risk Committee is an independent director as defined and required by applicable regulatory and stock exchange rules. The Board has concluded that each member of the Audit and Risk Committee is “financially literate” as defined under National Instrument52-110 — Audit Committeesand as required under NYSE rules, and each of Mr. Robertson and Ms. Kavanagh qualify as an “audit committee financial expert” under the regulations promulgated by the U.S. Securities and Exchange Commission (the “SEC”).

(either as a committee or together with the other independent directors who satisfy the independence,“non-employee” and “outside director” requirements under the Talent and Compensation Committee Charter) determining and approving the compensation of the CEO based on such evaluation; (ii) reviewing and approving each element of total compensation for all officers (as such term is defined in Rule16a-1(f) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)); (iii) reviewing and approving arrangements with executive officers relating to their employment relationships with us; (iv) reviewing talent management and succession planning materials for key roles; (v) providing strategic supervision of our benefit plans, programs and policies; and (vi) reviewing and recommending to the Board for approval the Compensation Discussion & Analysis to be included in the Company’s annual management proxy circular and proxy statement and/or annual report on Form10-K, and preparing the Talent and Compensation Committee Report.

and Compensation Committee. The Talent and Compensation Committee continuously reviews the Executive Committee and key positions within the Company to ensure the continuity and comprehensiveness of succession planning companywide.company-wide. Among other factors, the Talent and Compensation Committee considers the level of representation of women in executive officer and managerial positions when making appointments and during succession planning by taking into account the overall number of women currently serving in such roles at the Company and by actively considering women candidates for such positions when they become available; however, the Company does not have a specific target number or date by which to achieve a specific level of representation of women in executive officer and managerial positions, as it considers a multitude of factors in determining the best person for any position. Women currently lead a substantial portion of our businesses and

opportunities for improvement identified in the self-assessment process. The Board has previously conducted periodic peer reviews of the directors to supplement the annual Board and committee self-assessments and will do so again when the Board determines peer reviews will add value to these annual self-assessments. The Nominating and Corporate Governance Committee also makes recommendations to the Board regarding director compensation and may retain advisors to assist with evaluating and making these recommendations. For additional information regarding the compensation of ournon-employee directors, and the role of the Nominating and Corporate Governance Committee in reviewing and recommending changes tonon-employee director compensation, please see “Director Compensation” beginning on page 69.

EXECUTIVE OFFICERS

The executive officers of the Company are as follows:

Below is a description of each executive officer who is not also a director nominee of the Company.

PAUL S. HERENDEEN has been our Executive Vice President and Chief Financial Officer since August 2016. Prior to joining Bausch Health, he served as Executive Vice President and CFO of Zoetis Inc. for two years. From 2005 to 2013 and from 1998 to 2001, Mr. Herendeen served as CFO at Warner Chilcott, a specialty pharmaceuticals company. He rejoined Warner Chilcott after four years as EVP and CFO of MedPointe Pharmaceuticals, a privately held healthcare company, where he served as CFO from 2001 until 2005. Prior to that, Mr. Herendeen spent nine years as a principal investor at both Dominion Income Management and Cornerstone Partners, where he worked on investments as well as mergers and acquisitions for the firms and their portfolio companies. He spent the early part of his career in banking and public accounting, having held various positions with the investment banking group of Oppenheimer & Company, the capital markets group of Continental Bank Corporation and as a senior auditor with Arthur Andersen & Company. Mr. Herendeen earned a Master of Business Administration from the University of Virginia’s Darden School of Business and holds a bachelor’s degree in Business Administration from Boston College.

CHRISTINA M. ACKERMANN has been our Executive Vice President and General Counsel since August 2016.2016, and from July 2020 has also served as Head of Commercial Operations. In 2022, Ms. Ackermann’s role expanded to include President, Ophthalmic Pharmaceuticals of the Company’s eye healthcare business. Prior to joining Bausch Health, Ms. Ackermann was part of the Novartis group of companies for the 14 years, most recently serving as Senior Vice President, General Counsel for Alcon, where she was responsible for the Legal, Intellectual Property and Compliance functions. She previously served as Global Head, Legal and General Counsel at Sandoz, the generics division of Novartis, from 2007 to 2012. She joined Novartis Pharma in 2002 as Head, Legal Technical Operations and Ophthalmics and assumed the role of Head Legal General Medicine in July 2005. Before Novartis, Ms. Ackermann served in Associate General Counsel roles with Bristol Myers Squibb and DuPont Pharmaceuticals, as well as in private practice, where she focused on securities and mergers & acquisitions. Ms. Ackermann has been a director of Graybug Vision, Inc., a publicly traded biopharmaceutical company, since August 2020. Ms. Ackermann has a Post Graduate Diploma in EC Competition Law from King’s College, the University of London, U.K., a Bachelor of Laws from Queen’s University, Kingston, Canada, and attended York University, Toronto, Ontario, for her undergraduate studies in Math, Political Sciences and Fine Arts.

THOMAS J. APPIO has been our President &Co-Head Bausch + Lomb/International since August 2018, and was previously our Executive Vice President, Company Group Chairman, International from August 2016 until July 2018. Prior to joining Bausch Health in 2013, Mr. Appio served in several positions with Bausch + Lomb, including as Vice President, North Asia/Japan and as Managing Director, Greater China and Japan. Prior to joining Bausch + Lomb, Mr. Appio served 23 years with Schering-Plough in a wide range of leadership and operations responsibilities. Mr. Appio has spent over 20 years working in the Asia Pacific region. Mr. Appio holds a Bachelor of Science in Accounting from Arizona State University, W.P. Carey School of Business.

JOSEPH F. GORDON has been our President &Co-Head Bausch + Lomb/International since August 2018. He previously served as our President, Consumer and Vision Care from December 2016 through July 2018 and as General Manager of U.S. Consumer from August 2013 to November 2016. Prior to joining Bausch Health in 2013, Mr. Gordon served in various positions with Bausch + Lomb, where he most recently served as Vice President,

National Office providing technical accounting guidance on complex accounting matters. Mr. Humphries held multiple senior executive roles within Allergan, Inc., concluding as Vice President of the U.S. Skincare business. Mr. Humphries has been a director of Clearside Biomedical, Inc., a late-stage clinical biopharmaceutical company, since January 2012, and has also served as a director of Aclaris Therapeutics, Inc., adermatologist-led biopharmaceutical company, since September 2016. HeEldessouky holds a Bachelor of ArtsScience in Accountancy from BucknellAin Shams University and a Mastermaster’s degree in Accounting and Finance from the University of Business AdministrationLiverpool. He is a Certified Public Accountant and Chartered Global Management Accountant. He served as a member of the Board of Trustees of Financial Executives Research Foundation and Financial Executives International. Additionally, Mr. Eldessouky served as a member of the Global Preparers Forum, an external advisory body to the International Accounting Standards Board, from Pepperdine University.2007 to 2013.

None of the executive officers of the Company were selected pursuant to any arrangement or understanding, other than their respective employment agreements with the Company. None of the executive officers are related by blood, marriage or adoption to one another or to any director or nominee for director of the Company.

Certain Changes Upon Completion of the B+L IPO

As previously disclosed, Mr. Eldessouky will serve as the Chief Financial Officer of Bausch + Lomb effective as of the IPO Closing Date. On January 3, 2022, Tom Vadaketh joined Bausch Health from eResearch Technology Inc., and will serve as the Chief Financial Officer of the Company effective as of the IPO Closing Date. In addition, as previously disclosed, Ms. Ackermann will become General Counsel of Bausch + Lomb and lead the ophthalmology pharmaceutical business, with specific responsibility for the United States, Canada, Latin America, and Asia Pacific markets effective as of the IPO Closing Date. Seana Carson, Senior Vice President of Legal, will be appointed General Counsel of Bausch Health effective as of the IPO Closing Date. As previously disclosed, Mr. Gordon will also transfer with Bausch + Lomb, effective as of the IPO Closing Date, where he will lead Bausch + Lomb’s global consumer, vision care and surgical businesses as well as the EMEA ophthalmology pharmaceutical business. In addition, effective as of the IPO Closing Date, Mr. Papa will step down as CEO to be replaced by Mr. Appio and continue as Chairman of the Board. See “Proposal No. 1 Election of Directors — Background — Bausch + Lomb Separation.” However, there can be no assurance as to when the B+L IPO will be completed, if at all. If the IPO Closing Date does not occur when it is expected then none of Mr. Vadaketh, Mr. Appio or Ms. Carson will be appointed, and each of Mr. Eldessouky, Mr. Papa and Ms. Ackermann are expected to remain in their current roles with the Company. If the IPO Closing Date does not occur prior to the Meeting, the resignations of Mr. Paulson and Dr. von Eschenbach will not be effective, and we may amend this proxy statement to update the nominees standing for election at the Meeting.

Mr. Vadaketh, 59, joined Bausch Health on January 3, 2022. Prior to joining Bausch Health Mr. Vadaketh served as Executive Vice President and Chief Financial Officer of eResearch Technology, Inc. from September 2018 to December 2021 where he was responsible for leading the Finance function including controllership, treasury, taxation and financial planning, and prior to that was Executive Vice President and Chief Financial Officer of Cambrex Corporation. Mr. Vadaketh spent over 20 years at Procter & Gamble and Tyco International, where he held several roles at both companies of increasing responsibility. Mr. Vadaketh received his degree from the Institute of Chartered Accountants in England and Wales (ACA) and an M.B.A from Manchester Business School. He is a Certified Public Accountant.

Seana Carson, 50, joined Bausch Health in November of 2006 as Senior Legal Counsel. In her current role, she is responsible for the legal function for the international businesses of Bausch Health, and prior to that was Chief Compliance Officer. Ms. Carson received her law degree from Queens University in Ontario and an Honors Bachelor of Arts degree from the University of Western Ontario.

Neither Mr. Vadaketh nor Ms. Carson was selected pursuant to any arrangement or understanding, other than their respective employment agreements with the Company. Neither Mr. Vadaketh nor Ms. Carson is related by blood, marriage or adoption to one another or to any director or nominee for director of the Company.

OWNERSHIP OF THE COMPANY’S SECURITIES

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS

The following table sets forth certain information regarding the beneficial ownership of our Common Shares and the percentage of Common Shares owned beneficially by holders of more than 5% of our outstanding Common Shares as of March 2, 2020.April 28, 2022 (unless otherwise noted).