CONMED Corp 8-K

What Happened

• CONMED Corporation announced that John E. Gallagher, age 53, will become Executive Vice President and Chief Financial Officer (also principal financial and accounting officer) effective July 15, 2026. Mr. Gallagher joins from Certara, Inc., where he has been CFO since April 2023; he was previously CFO of Cue Health and held senior finance roles at Becton, Dickinson & Co., NBC Universal, GE and Ford. Upon his start, Patrick Beyer will stop serving as Interim Principal Financial Officer but will remain CONMED’s President & CEO; Kimberly Lockwood will cease Interim Principal Accounting Officer but will remain Interim Corporate Controller and Senior Director, Financial Reporting and Controls.

Key Details

• Base salary: $650,000 per year.
• Annual cash bonus target: 85% of base salary, subject to performance metrics.
• Equity grants at hiring under the 2025 Long-Term Incentive Plan: options ($575,000 grant value), restricted stock units (RSUs) ($1,150,000 grant value), performance stock units (PSUs) ($575,000 grant value).
• Make-whole RSUs: additional RSUs with $1,500,000 grant value subject to Compensation Committee approval to compensate for forfeited awards from a prior employer.
• One-time retention cash: $34,750 if employed on December 31, 2026.
• Severance (under CONMED Executive Severance Plan): if terminated without Cause (and signs release) prior to, or more than two years after, a Change in Control: 1.5× base salary plus 1.5× average annual incentive for the two prior completed fiscal years, plus COBRA health continuation; if termination without Cause or resignation for Good Reason within two years after a Change in Control: 2.5× base salary plus 2.5× average annual incentive for the three prior completed fiscal years, plus COBRA.
• Tax provision: payments will be delivered in full or reduced to avoid 280G/4999 excise tax exposure, whichever gives Mr. Gallagher the greater after-tax benefit.

Why It Matters

• Leadership: Appointing a permanent CFO is material because it fills a key finance leadership role, ending the interim arrangement and providing continuity for investors and analysts.
• Compensation and governance: The hiring package includes significant upfront equity and severance protections, which investors should note when assessing potential dilution and future compensation expense.
• Filing: The appointment and related terms were reported in an 8-K and via a company press release filed June 17, 2026.

Keywords: CONMED, CFO appointment, executive hire, severance, equity awards, compensation.