Orthofix Medical Inc. filed SEC Form 8-K: Leadership Update, Regulation FD Disclosure, Financial Statements and Exhibits
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SECURITIES AND EXCHANGE COMMISSION
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CURRENT REPORT
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Item 5.02 Departure of Directors of Principal Officers; Election of Directors; Appointment of Principal Officers.
On March 11, 2025, the Board of Directors (the “Board”) of Orthofix Medical Inc. (the “Company”), consistent with a recommendation made by the Board’s Nominating, Governance and Sustainability Committee, appointed Vickie Capps as a director. The Board has determined that Ms. Capps is an independent director under the listing rules of the Nasdaq Stock Market. There are no transactions involving Ms. Capps and the Company requiring disclosure under Item 404(a) of Regulation S-K. Immediately prior to Ms. Capps’s appointment, the Board resolved pursuant to the Company’s bylaws to increase its size from nine to ten directors, effective immediately. The Board expects to determine the committees of the Board on which Ms. Capps will serve at a future date.
Ms. Capps will participate in the Company’s compensation program for its non-employee directors. Also, the Company intends to enter into its standard director indemnification agreement with Ms. Capps.
Item 7.01 Regulation FD Disclosure.
On March 12, 2025, the Company issued a press release regarding the appointment described above. That press release is furnished herewith as Exhibit 99.1.
The information included in this Current Report on Form 8-K under this Item 7.01 (including Exhibit 99.1) shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made by the Company under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
99.1 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Orthofix Medical Inc. |
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By: |
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/s/ J. Andrés Cedrón |
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J. Andrés Cedrón Chief Legal Officer |
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Date: March 12, 2025