8-K current report · filed May 20, 2026

CONMED Corp (CNMD) 8-K Current Report: May 20, 2026

Item 5.02Item 5.03Item 5.07CNMD overviewOriginal on SEC EDGAR

Short answer

CONMED Corp (CNMD) filed an 8-K current report with the SEC on May 20, 2026 reporting Item 5.02 (Departure/Election of Directors or Officers), Item 5.03 (Amendments to Articles of Incorporation or Bylaws), Item 5.07 (Submission of Matters to a Vote of Security Holders). Board expanded to nine directors; Celine Martin and Jeff Mirviss begin July 1, 2026 through the 2027 annual meeting.

CONMED Corp 8-K event analysis

AI summary of each reported item and its exhibits

Item 5.02 · Departure/Election of Directors or Officers

  • Board expanded to nine directors; Celine Martin and Jeff Mirviss begin July 1, 2026 through the 2027 annual meeting
  • Independent medtech veterans from Johnson & Johnson and Boston Scientific strengthen cardiovascular, neurovascular, and minimally invasive surgery expertise
  • Martin joins Audit and Strategy Committees; Mirviss joins Compensation and Governance and Nominating Committees
  • Kimberly Lockwood appointed Interim Corporate Controller and Principal Accounting Officer effective June 1, 2026
  • Lockwood’s internal promotion preserves accounting continuity; permanent succession timing remains unresolved

Item 5.03 · Amendments to Articles of Incorporation or Bylaws

  • Amended bylaws effective May 19, 2026, aligning provisions with Delaware law and current governance practices
  • Advance-notice window changed to 90–120 days before the prior year’s annual meeting anniversary
  • Director candidates must be available for Board or committee interviews, adding a qualification requirement
  • 2027 meeting nomination and proposal window: January 18–February 17, 2027
  • Changes may increase procedural requirements for shareholder nominations and proposals beyond Rule 14a-8 processes

Item 5.07 · Submission of Matters to a Vote of Security Holders

  • Seven director nominees elected to serve through 2027, supporting board continuity
  • Executive compensation advisory vote approved, with 26,230,404 shares in favor
  • PricewaterhouseCoopers LLP auditor appointment ratified for fiscal 2026
  • Auditor ratification received 27,295,501 votes for and 1,636,906 against

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