vmd-20260422

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
______________________________________________________________________

Filed by the Registrant þ

Filed by a Party other than the Registrant ☐


Check the appropriate box:
☐						Preliminary Proxy Statement
☐						Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
þ						Definitive Proxy Statement
☐						Definitive Additional Materials
☐						Soliciting Material Pursuant to §240.14a-12


Viemed Healthcare, 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 all boxes that apply):

No fee required.

☐

Fee paid previously with preliminary materials.

☐

Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

VIEMED HEALTHCARE, INC.

625 E. Kaliste Saloom Rd.

Lafayette, Louisiana 70508

April 22, 2026

Dear Shareholder:

It is my pleasure to invite you to attend the 2026 annual general and special meeting (“Meeting”) of shareholders of Viemed Healthcare, Inc. (the “Corporation”). The Meeting will be held at the principal executive offices of the Corporation, located at 625 E. Kaliste Saloom Road, Lafayette, Louisiana 70508 on Thursday, June 4, 2026 at 9:00 a.m. (CDT) to:

1.receive the audited consolidated financial statements of the Corporation, together with the auditors’ reports thereon, for the fiscal years ended December 31, 2025 and 2024;

2.elect seven directors to serve until the next annual meeting of shareholders;

3.affirm the re-appointment of Ernst & Young LLP as our auditors for the year ending December 31, 2026, and authorize the Board of Directors of the Corporation to fix the remuneration of the auditors;

4.consider and, if thought appropriate, pass an ordinary resolution to ratify, confirm and approve amendments to the 2024 Long Term Incentive Plan of the Corporation, as more particularly described in the Management Information and Proxy Circular;

5.approve, in a non-binding advisory vote, the compensation of the named executive officers of the Corporation as described in the Management Information and Proxy Circular (“say-on-pay”); and

6.consider any other matters that may properly come before the Meeting or any adjournments or postponements thereof.

It is strongly recommended that you complete, date, sign and return the enclosed proxy card before June 2, 2026 to ensure that your shares will be represented at the Meeting.

The Notice of Meeting, Management Information and Proxy Circular and form of proxy and notes thereto for the Meeting are enclosed. These documents contain important information and I encourage you to read them carefully.

Yours truly,

/s/ Casey Hoyt

CASEY HOYT

Chief Executive Officer

VIEMED HEALTHCARE, INC.

NOTICE OF MEETING

NOTICE IS HEREBY GIVEN THAT the 2026 annual general and special meeting (the “Meeting”) of the shareholders of Viemed Healthcare, Inc. (the “Corporation”) will be held at the principal executive offices of the Corporation, located at 625 E. Kaliste Saloom Road, Lafayette, Louisiana 70508, on Thursday, June 4, 2026 at 9:00 a.m. (CDT) for the following purposes:

1.to receive the audited consolidated financial statements of the Corporation, together with the auditors’ reports thereon, for the fiscal years ended December 31, 2025 and 2024;

2.to elect seven directors to serve until the next annual meeting of shareholders;

3.to affirm the re-appointment of Ernst & Young LLP as our auditors for the year ending December 31, 2026 and authorize the Board of Directors of the Corporation to fix the remuneration of the auditors;

4.to consider and, if thought appropriate, pass an ordinary resolution to ratify, confirm and approve amendments to the 2024 Long Term Incentive Plan of the Corporation, as more particularly described in the Management Information and Proxy Circular;

5.to approve, in a non-binding advisory vote, the compensation of the named executive officers of the Corporation as described in the Management Information and Proxy Circular (“say-on-pay”); and

6.to consider any other matters that may properly come before the Meeting or any adjournments or postponements thereof.

Being made available along with this Notice of Meeting are: (1) the Management Information and Proxy Circular; (2) a form of proxy and notes thereto; and (3) the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2025 (collectively, with this Notice of Meeting, the “proxy materials”).

We have elected to use the notice-and-access provisions under rules adopted by the United States Securities and Exchange Commission (the “SEC”) as permitted pursuant to National Instrument 51-102 – Continuous Disclosure Obligations and National Instrument 54-101 – Communication with Beneficial Owners of Securities of a Reporting Issuer (collectively, the “Notice-and-Access Provisions”). The Notice-and-Access Provisions are a set of rules developed by the SEC and the Canadian Securities Administrators that reduce the volume of materials that must be physically mailed to shareholders by allowing us to post the proxy materials online. The Notice of Internet Availability of Proxy Materials you received regarding the Internet availability of our proxy materials (the “Notice”) provides instructions on how to access the proxy materials and cast your vote via the Internet, by telephone or by mail. Shareholders will still receive the Notice and a form of proxy and may choose to receive a paper copy of any of the proxy materials.

We are furnishing the proxy materials to our shareholders over the Internet in accordance with the Notice-and-Access Provisions. You may read, print and download the proxy materials at www.viemed.com/investors. On or about April 22, 2026, we will mail our shareholders the Notice containing instructions on how to access our proxy materials and vote online. The Notice also provides instructions on how you can request proxy materials be sent to you by mail and how you can enroll to receive proxy materials by mail for future meetings. Shareholders with questions about notice-and-access can call the Corporation toll-free at 1-866-852-8343. Shareholders may obtain paper copies of the Management Information and Proxy Circular and any other proxy materials free of charge by calling 1-866-852-8343 at any time up until and including the date of the Meeting, including any adjournment or postponement thereof. Any shareholder wishing to obtain a paper copy of the proxy materials should submit its request no later than 12:00 p.m. (EDT) on May 21, 2026 in order to receive paper copies of the proxy materials in time to vote before the Meeting. Under the Notice-and-Access Provisions, proxy materials will be available for viewing on the Corporation’s website for one year from the date of posting.

The Board of Directors of the Corporation (the “Board”) has fixed April 8, 2026 as the record date for the Meeting.

Following the Meeting, the voting results will be announced via press release and a report of voting results, which will be filed on the Electronic Data Gathering, Analysis, and Retrieval system (EDGAR) at www.sec.gov/edgar and on the System for Electronic Document Analysis and Retrieval (SEDAR+) at www.sedarplus.ca.

If you are a registered shareholder of the Corporation and are unable to attend the Meeting, please date and execute the accompanying form of proxy for the Meeting and deposit it with Computershare Investor Services Inc. by mail at Attention: Proxy Department, 8th Floor, 100 University Avenue, Toronto, Ontario M5J 2Y1, or vote by telephone by entering the 15 digit control number (as found on the Notice) at 1-866-732-8683 (Canada and the U.S. only) or (312) 588-4290 (outside Canada and the U.S.) or online by entering the 15 digit control number (as found on the Notice) at www.investorvote.com before 9:00 a.m. (CDT) on June 2, 2026, or no later than 48 hours (excluding Saturdays, Sundays and holidays) before any adjournment or postponement of the Meeting. We encourage shareholders currently planning to participate in the Meeting to submit their votes or form of proxy in advance so that their votes will be counted in the event of technical difficulties.

If you are a non-registered shareholder of the Corporation and receive these materials through your broker or another intermediary, please complete and return the materials in accordance with the instructions provided to you by your broker or such other intermediary.

This Notice of Meeting, the Management Information and Proxy Circular, the form of proxy and notes thereto for the Meeting are first being made available to shareholders of the Corporation on or about April 22, 2026. Please review the Management Information and Proxy Circular carefully and in full prior to voting, as it has been prepared to help you make an informed decision on the matters to be acted upon.

DATED at Lafayette, Louisiana this 22nd day of April, 2026.

BY ORDER OF THE BOARD OF DIRECTORS

/s/ Casey Hoyt

Casey Hoyt

Chief Executive Officer

TABLE OF CONTENTS


									Page
1. SOLICITATION OF PROXIES									7
2. NOTICE-AND-ACCESS									7
3. RECORD DATE									8
4. APPOINTMENT OF PROXIES									8
5. REVOCATION OF PROXIES									8
6. NON-REGISTERED HOLDERS									8
7. EXERCISE OF DISCRETION BY PROXIES									9
8. INTEREST OF CERTAIN PERSONS OR COMPANIES IN MATTERS TO BE ACTED UPON									10
9. VOTING SECURITIES AND PRINCIPAL HOLDERS									10
10. BUSINESS OF THE MEETING									13
11. CORPORATE GOVERNANCE DISCLOSURE									30
12. EXECUTIVE COMPENSATION									38
13. SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS									59
14. INDEBTEDNESS OF DIRECTORS AND EXECUTIVE OFFICERS									59
15. DIRECTOR AND OFFICER INSURANCE									59
16. INTEREST OF INFORMED PERSONS IN MATERIAL TRANSACTIONS									59
17. REVIEW, APPROVAL OR RATIFICATION OF TRANSACTIONS WITH RELATED PARTIES									59
18. DELINQUENT SECTION 16(A) REPORTS									60
19. MANAGEMENT CONTRACTS									60
20. SHAREHOLDER PROPOSALS									60
21. SHAREHOLDERS SHARING THE SAME ADDRESS									61
22. PARTICULARS OF OTHER MATTERS TO BE ACTED UPON									61
23. ANNUAL REPORT AND ADDITIONAL INFORMATION									61


Name of Beneficial Owner	Amount and Nature of Beneficial Ownership(1)	Percent of Common Shares Outstanding(2)
Casey Hoyt	3,295,788(3)	8.6%
Michael Moore	2,294,018(4)	6.0%
W. Todd Zehnder	1,077,007(5)	2.8%
Trae Fitzgerald	332,404(6)	*
Jeremy Trahan	72,617(7)	*
Dr. William Frazier	109,475(8)	*
Randy Dobbs	125,490	*
Nitin Kaushal	142,575	*
Timothy Smokoff	95,518	*
Sabrina Heltz	67,491	*
All directors and executive officers as a group (11 persons)	7,912,538(9)	20.6%


Name and Address of Beneficial Owner	Amount and Nature of Beneficial Ownership(1)	Percent of Common Shares Outstanding(2)
BlackRock, Inc. 50 Hudson Yards New York, NY 10001	2,540,114(3)	6.6%
Forager Fund, L.P. 2025 3rd Ave. N, Suite 350 Birmingham, AL 35203	2,736,472(4)	7.1%


	2025		2024
Audit Fees	$	876,722	$	973,600
Audit-Related Fees	9,300		11,630
Tax Fees	292,430		191,075
All Other Fees	—		—
Totals	$	1,178,452	$	1,176,305


	Dec 31, 2020		Dec 31, 2021		Dec 31, 2022		Dec 31, 2023		Dec 31, 2024		Dec 31, 2025
Viemed Healthcare, Inc.	$	100	$	67	$	97	$	101	$	103	$	96
Russell 2000 Index	$	100	$	114	$	89	$	103	$	118	$	126
S&P Healthcare Services Select Industry Index	$	100	$	109	$	87	$	92	$	93	$	110


Name and Principal Position	Year	Salary(1) ($)	Bonus(2) ($)	Stock Awards(3) ($)	Option-Awards(4) ($)	Nonequity Incentive Plan Compensation(5) ($)	Change in Pension Value and Nonqualified Deferred Compensation Earnings ($)	All Other Compensation(6) ($)	Total(7) ($)
Casey Hoyt	2025	549,383	2,757	1,515,810	—	511,301	—	47,020	2,626,271
Chief Executive Officer and Director	2024	529,543	3,700	1,335,537	—	703,377	—	44,828	2,616,985
	2023	509,277	4,544	1,185,820	—	787,950	—	24,623	2,512,214
Michael Moore	2025	463,205	2,757	1,045,669	—	431,097	—	76,429	2,019,157
President	2024	446,477	3,700	900,826	—	593,043	—	69,308	2,013,354
	2023	429,292	4,544	797,274	—	664,350	—	54,953	1,950,413
W. Todd Zehnder	2025	463,205	7,757	3,083,169	—	431,097	—	65,850	4,051,078
Chief Operating Officer and Director	2024	446,477	3,700	900,826	—	593,043	—	54,929	1,998,975
	2023	429,292	4,544	797,274	—	664,350	—	39,645	1,935,105
Trae Fitzgerald	2025	271,244	2,757	406,978	—	190,558	—	43,289	914,826
Chief Financial Officer	2024	260,659	3,700	328,695	—	239,695	—	39,429	872,178
	2023	249,395	4,544	283,836	—	258,571	—	30,044	826,390
Jeremy Trahan(8)	2025	296,568	2,757	447,680	—	205,659	—	34,427	987,091
General Counsel	2024	286,726	3,700	361,567	—	263,666	—	31,567	947,226


			Estimated Possible Payouts Under Non-Equity Incentive Plan Awards(1)					Estimated Future Payouts Under Equity Incentive Plan Awards			All Other Stock Awards: Number of Shares of Stock of Units	Grant Date Fair Value of Stock and Option Awards(2)
Name	Plan Type	Grant Date	Threshold ($)	Target ($)		Max ($)		Threshold ($)	Target ($)	Max ($)
Casey Hoyt Chief Executive Officer and Director	2024 Omnibus Plan	1/21/2025	—	—		—		—	—	—	148,791	$	1,212,647
	Phantom Share Plan	1/21/2025	—	—		—		—	—	—	37,198	$	303,163
	Cash Bonus Plan	2025	—	$	568,112	$	852,168	—	—	—	—	—
Michael Moore President	2024 Omnibus Plan	1/21/2025	—	—		—		—	—	—	102,642	$	836,532
	Phantom Share Plan	1/21/2025	—	—		—		—	—	—	25,661	$	209,137
	Cash Bonus Plan	2025	—	$	478,996	$	718,495	—	—	—

SEC Form DEF 14A filed by Viemed Healthcare Inc.