Issue link: http://catalog.e-digitaleditions.com/i/801297
1 PROXY STATEMENT SUMMARY This summary is intended to provide a broad overview of important information you will find elsewhere in this Proxy Statement and does not contain all the information you should consider. We encourage you to read the entire Proxy Statement before voting. Meeting Information Date and Time May 3, 2017 at 2:00 p.m., Eastern Time Audio Webcast On our website, www.stryker.com, starting at 2:00 p.m, Eastern Time, on Wednesday, May 3, 2017. A replay will be available on our website through June 30, 2017. Shareholder Voting Matters Matter Board Vote Recommendation See Page Proposal 1 — Election of Directors For each nominee 34 Proposal 2 — Ratify appointment of independent registered public accountants For 36 Proposal 3 — Amend and restate the 2011 Long-Term Incentive Plan to increase For 37 authorized shares and extend duration Proposal 4 — Amend and restate the 2011 Performance Incentive Award Plan to For 42 increase authorized shares and extend duration Proposal 5 — Amend and restate the 2008 Employee Stock Purchase Plan to increase For 44 authorized shares and extend duration Proposal 6 — Re-approve the materials terms of the performance goals under the For 46 Executive Bonus Plan Proposal 7 — Advisory vote to approve named executive officer compensation For 49 Proposal 8 — Advisory vote on frequency of future advisory votes to approve named For 50 executive officer compensation Our Director Nominees Name Age* Director Since Independent Committee Membership (3) Howard E. Cox, Jr. 73 1974 Yes Audit Srikant M. Datar, Ph.D. 63 2009 Yes Comp, G&N Roch Doliveux, DVM 60 2010 Yes Comp (Chair), G&N Louise L. Francesconi 63 2006 Yes G&N (Chair), Comp Allan C. Golston (1) 50 2011 Yes Audit (Chair) Kevin A. Lobo (2) 51 2012 No Andrew K. Silvernail 46 2013 Yes Audit Ronda E. Stryker 62 1984 Yes G&N ______________ *Age is as of the date of the 2017 Annual Meeting (1) Lead Independent Director (2) Chairman of the Board and Chief Executive Officer (3) Audit = Audit Committee, Comp = Compensation Committee, G&N = Governance and Nominating Committee