TELEFLEX INC 8-K

What Happened

• On January 8, 2026, Teleflex Incorporated (TFX) filed an 8-K (Item 2.02) and issued a press release with preliminary estimated financial information for the full year ended December 31, 2025 (press release attached as Exhibit 99.1).
• The company also announced (Item 5.02) that President and CEO Liam J. Kelly departed effective January 7, 2026, and director Stuart A. Randle was appointed Interim President and CEO effective January 8, 2026. The Board engaged Spencer Stuart to search for a permanent CEO and named Stephen K. Klasko as independent Chair, effective January 8, 2026.

Key Details

• Teleflex announced preliminary, estimated full‑year 2025 financial information in a January 8, 2026 press release (Exhibit 99.1).
• Liam J. Kelly’s departure is subject to his existing severance agreement (dated March 31, 2017); he must resign from the Board and sign a release to receive the severance benefits; outstanding equity awards will receive age-and-service vesting treatment per existing agreements.
• Stuart A. Randle’s interim appointment is under a January 7, 2026 letter agreement: $140,000 per month stipend (prorated), a restricted stock grant with a grant‑date fair value of $1.5 million to be granted January 13, 2026 (vests on earlier of permanent CEO start or one‑year anniversary), and eligibility for employee benefits.
• The Board has retained Spencer Stuart to lead the search for a permanent CEO.

Why It Matters

• Leadership change at the top is material for investors because it can affect company strategy, execution and market perception. The interim CEO, Stuart Randle, is a longtime director with prior medical‑device CEO experience, which may help continuity during the transition.
• The filing also signals preliminary full‑year results were provided to the market; investors should review the attached press release for the company’s estimated financial metrics.
• Separation and interim compensation terms (severance, equity vesting and the $1.5M restricted stock grant) have cash and equity implications that could affect governance, short‑term expenses and potential dilution; the search for a permanent CEO creates timing uncertainty for longer‑term leadership direction.