What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2026-02-26 compared with 2025-02-26 · 385 added, 399 removed, 1205 unchanged (39% of the section changed)

13 unchanged sentences

Discontinued Operations 76

Net Income Per Share from Continuing Operations 84

Acquisitions and Divestitures

Net Income (Loss) Per Share from Continuing Operations

Income Taxes 82

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In our opinion, Enovis Corporation (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on the COSO criteria.

As indicated in the accompanying Management’s Annual Report on Internal Control Over Financial Reporting, management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of LimaCorporate S.p.A.

(Lima), which is included in the 2024 consolidated financial statements of the Company and constituted 21% of total assets, as of December 31, 2024 and 15% of net sales, for the year then ended.

Our audit of internal control over financial reporting of the Company also did not include an evaluation of the internal control over financial reporting of Lima.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2025 and 2024, the related consolidated statements of operations, comprehensive income (loss), equity and cash flows for each of the three years in the period ended December 31, 2025, and the related notes and financial statement schedule listed in the Index 15(A)(2) and our report dated February 26, 2026 expressed an unqualified opinion thereon.

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(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company;

and (3) provide reasonable

assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

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We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that:

(1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments.

The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Description of the Matter At December 31, 2024, the Company’s goodwill allocated to the Prevention & Recovery reporting unit and Reconstructive reporting unit was $0.8 billion and $0.9 billion, respectively.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that:

(1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments.

The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Evaluation of Goodwill Impairment

Description of the Matter At December 31, 2025, the Company’s goodwill allocated to the Prevention & Recovery reporting unit and Reconstructive reporting unit was $401 million and $317 million, respectively.

As discussed in Note 2 to the consolidated financial statements, goodwill is not amortized, but rather is subject to an annual impairment test, or more frequent tests if events and circumstances indicate an impairment exists.

As a result of the Company’s 2024 annual impairment test, the Company recorded a goodwill impairment charge of $315 million and $330 million related to the Prevention & Recovery and Reconstructive reporting units, respectively.

Auditing the Company's goodwill impairment test was complex and highly judgmental due to the significant estimation required by management to determine the fair value of the Prevention & Recovery and Reconstructive reporting units.

During the third and fourth quarters of 2025, the Company identified an impairment indicator associated with a sustained decrease in the Company’s publicly quoted share price and market capitalization, relative to the carrying value of both reporting units.

The Company performed an interim quantitative goodwill impairment test as of the last day of the third quarter and recorded a goodwill impairment charge of $222 million and $319 million related to the Prevention & Recovery and Reconstructive reporting units, respectively.

The Company also performed a quantitative goodwill impairment test as of December 31, 2025 and recorded a goodwill impairment charge of $158 million and $343 million related to the Prevention & Recovery and Reconstructive reporting units, respectively.

Auditing the Company's goodwill impairment tests was complex and highly judgmental due to the significant estimation required by management to determine the fair value of the Prevention & Recovery and Reconstructive reporting units.

In particular, the fair value estimate was sensitive to significant assumptions, such as changes in the discount rates, market multiples, projected revenues and projected operating income metrics that are forward-looking and affected by future economic and market conditions.

How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of the Company's controls over its annual goodwill impairment testing process, including controls over management’s review of the significant assumptions described above.

We also tested management’s controls over the completeness and accuracy of the data used in the model.

How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of the Company's controls over its goodwill impairment testing process, including controls over management’s review of the significant assumptions described above.

We also tested management’s controls over the completeness and accuracy of the data used in the models.

To test the estimated fair value of the Prevention & Recovery and Reconstructive reporting units, we performed audit procedures that included, among others, assessing methodologies and testing the significant assumptions used in the Company’s analyses, as well as testing the completeness and accuracy of the underlying data.

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In addition, we tested management’s reconciliation of the fair value of both reporting units to the market capitalization of the Company.

Valuation of intangible assets acquired in a business combination

Description of the Matter During 2024, the Company completed its acquisition of LimaCorporate S.p.A., (“Lima”) for net consideration of $866 million, and recognized identifiable intangible assets of $363 million, as disclosed in Note 5 to the consolidated financial statements.

The transaction was accounted for as a business combination.

Auditing the Company's purchase accounting for its acquisition of Lima was complex due to the significant estimation required by management to determine the fair value of the acquired technology and customer relationship intangible assets.

The estimation complexity was primarily due to the valuation models used to measure the fair value of the intangible assets and the sensitivity of the respective fair values to the significant underlying assumptions.

The significant assumptions used to estimate the fair value of the intangible assets included discount rates and certain assumptions that form the basis of the forecasted results (e.g., revenue projections, operating income projections, discount rates and developed technology obsolescence rate).

These significant assumptions relate to the future performance of the acquired business, are forward looking and could be affected by future economic and market conditions.

How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of the Company's controls over its accounting for acquisitions.

For example, we tested controls over the recognition and measurement of intangible assets, including the valuation models and underlying assumptions used to develop such estimates.

We also tested management’s controls over the completeness and accuracy of the data used in the model.

To audit the estimated fair value of the intangible assets, we performed audit procedures that included, among others, evaluating the Company's valuation models and testing the significant assumptions used in the models, as well as testing the completeness and accuracy of the underlying data.

For example, we compared the significant assumptions to current industry, market and economic trends, to the assumptions used to value similar assets in other acquisitions, and to the historical results of the acquired business.

We also involved internal valuation specialists to assist in our evaluation of the significant assumptions and those procedures included the completion of independent calculations of the acquired intangible assets.

/s/ Ernst & Young LLP

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Amortization of acquired intangibles 173,646 165,533 133,517

Insurance settlement gain — — ( 36,705 )

Purchase of royalty interest 45,818 — —

Restructuring and other charges 9,790 27,290 17,335

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Debt extinguishment charges — — 7,333

Gain on investment in ESAB Corporation — — ( 102,669 )

Gain on cost basis investment — — ( 8,800 )

Other income, net ( 9,895 ) ( 25,663 ) ( 2,088 )

Other (income) expense, net 367 ( 9,895 ) ( 25,663 )

Loss from continuing operations before income taxes ( 1,159,418 ) ( 822,924 ) ( 67,128 )

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Net loss from continuing operations ( 1,181,711 ) ( 827,416 ) ( 53,839 )

Income from discontinued operations, net of taxes 2,601 21,108 26,430

Income (loss) from discontinued operations, net of taxes ( 1,909 ) 2,601 21,108

Net loss ( 1,183,620 ) ( 824,815 ) ( 32,731 )

net income attributable to noncontrolling interest from continuing operations - net of taxes 820 679 530

net income attributable to noncontrolling interest from discontinued operations - net of taxes — — 966

Net loss attributable to Enovis Corporation $ ( 1,184,440 ) $ ( 825,494 ) $ ( 33,261 )

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Other comprehensive income (loss):

Foreign currency translation, net of tax expense (benefit) of $ — , $ — , and $ 338

( 112,434 ) 66,513 ( 61,378 )

Foreign currency translation 196,726 ( 112,434 ) 66,513

Unrealized gain (loss) on hedging activities, net of tax expense (benefit) of $ 36 , $ 1,869 and $( 8,795 )

( 159,932 ) 6,198 ( 27,943 )

Changes in unrecognized pension and other post-retirement benefit (cost), net of tax expense (benefit) of $( 624 ), $( 1,343 ) and $ 2,333

Changes in unrecognized pension, net of tax expense (benefit) of $ 916 , $( 624 ) and $( 1,343 )

4,897 5,285 ( 8,052 )

Amounts reclassified from Accumulated other comprehensive loss:

Amortization of pension and other post-retirement net actuarial gain (loss), net of tax expense (benefit) of $ 224 , $( 356 ) and $ 199

Amortization of pension net actuarial gain (loss), net of tax expense (benefit) of $( 1,134 ), $ 224 and $( 356 )

( 4,654 ) ( 1,266 ) ( 1,976 )

Reclassification of hedging gain (loss), net of tax expense (benefit) of $ — , $( 308 ), and $ 22

( 271 ) ( 965 ) 70

Other comprehensive income (loss) 36,766 ( 103,182 ) 28,612

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Additional paid-in capital 3,048,414 2,973,121

Retained earnings (accumulated deficit) ( 283,023 ) 542,471

Accumulated deficit ( 1,467,463 ) ( 283,023 )

Accumulated other comprehensive loss ( 91,363 ) ( 127,892 )

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Net income (loss) — — — ( 33,261 ) — 530 ( 32,731 )

Distributions to noncontrolling owners — — — — — ( 1,591 ) ( 1,591 )

Other comprehensive income, net of tax expense of $ 5,581

Other comprehensive income, net of tax benefit of $ 10,472

— — — — 28,549 63 28,612

Distribution of ESAB Corporation — — ( 1,662,795 ) — 499,981 ( 40,510 ) ( 1,203,324 )

Conversion of tangible equity units into common stock 1,691,845 2 ( 2 ) — — — —

Acquisition — — — — — 345 345

ESAB Separation adjustment — — 1,140 — — — 1,140

Payment of capped call transactions — — ( 61,962 ) — — — ( 61,962 )

Common stock-based award activity 368,523 1 35,840 — — — 35,841

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Net income (loss) — — — ( 825,494 ) — 679 ( 824,815 )

Other comprehensive income, net of tax benefit of $ 10,472

Distributions to noncontrolling owners — — — — — ( 750 ) ( 750 )

Payments of tax withholding for stock-based awards — — ( 4,772 ) — — — ( 4,772 )

Other comprehensive income, net of tax expense of $ 1,161

— — — — ( 103,011 ) ( 171 ) ( 103,182 )

ESAB Separation adjustment — — 1,140 — — — 1,140

Payment of capped call transactions — — ( 61,962 ) — — — ( 61,962 )

Common stock issued for acquisition 971,343 1 45,574 — — — 45,575

Common stock-based award activity 308,032 — 31,572 — — — 31,572

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Payments of tax withholding for stock-based awards — — ( 3,504 ) — — — ( 3,504 )

Other comprehensive loss, net of tax expense of $ 1,161

Other comprehensive loss, net of tax benefit of $ 182

— — — — 36,529 237 36,766

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Non-cash interest expense 7,378 5,274 2,742

Gain on investment in ESAB Corporation — — ( 102,669 )

Gain on cost basis investments — — ( 8,800 )

Fair value gain on contingency shares 1,787 ( 20,117 ) —

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Other operating assets and liabilities 39,335 ( 9,931 ) 20,423

Net cash provided by (used in) operating activities 113,504 134,988 ( 55,861 )

Net cash provided by operating activities 217,293 113,504 134,988

Cash flows from investing activities:

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Payments for acquisitions, net of cash received, and investments ( 26,859 ) ( 769,914 ) ( 152,815 )

Payment for settlement of derivative ( 4,845 ) — —

Proceeds from sale of business, net 43,263 — —

Cash received (paid) for settlement of derivative 1,601 ( 4,845 ) —

Net cash used in investing activities ( 179,371 ) ( 955,473 ) ( 242,467 )

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Repayments of borrowings on revolving credit facilities and other ( 557,175 ) ( 512,773 ) ( 478,337 )

Repayments of borrowings on senior notes — — ( 686,278 )

Proceeds from borrowings on senior unsecured convertible notes — — 460,000

Distribution from ESAB Corporation, net — — 1,143,369

Payment of debt issuance costs ( 6,674 ) ( 703 ) ( 25,676 )

Proceeds from issuance of common stock, net 1,318 1,874 1,776

Payment of debt extinguishment costs — — ( 12,704 )

Payment of capped call transactions — — ( 61,962 )

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Increase (decrease) in Cash and cash equivalents and restricted cash ( 11,778 ) 3,335 20,537

Cash, cash equivalents and restricted cash, beginning of period 44,832 24,295 719,370

Cash, cash equivalents and restricted cash, end of period $ 48,167 $ 44,832 $ 24,295

Cash and cash equivalents and restricted cash, beginning of period 48,167 44,832 24,295

Cash and cash equivalents and restricted cash, end of period $ 36,389 $ 48,167 $ 44,832

Supplemental disclosures:

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Common stock issued for acquisition, net of issuance costs $ 44,410 $ 45,575 $ —

ESAB Corporation shares exchanged for debt, net of fees $ — $ — $ 230,532

See Notes to Consolidated Financial Statements.

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Organization and Nature of Operations

Enovis Corporation (the “Company” or “Enovis”) was previously Colfax Corporation (“Colfax”) until its separation into two differentiated, independent, and publicly traded companies on April 4, 2022.

Upon completion of the Separation, the Company retained its specialty medical technology business, changed its name to Enovis Corporation, and began trading under the stock symbol “ENOV” on the New York Stock Exchange on April 5, 2022.

Enovis is an innovation-driven medical technology growth company dedicated to developing clinically differentiated solutions that generate measurably better patient outcomes and transform workflows.

The Company conducts its business through two operating segments, “Prevention & Recovery” and “Reconstructive”.

The Prevention & Recovery segment provides orthopedic and recovery science solutions, including devices, software, and services across the patient care continuum from injury prevention to rehabilitation after surgery, injury, or from degenerative disease.

The Reconstructive segment provides surgical implant solutions, offering a comprehensive suite of reconstructive joint products for the hip, knee, shoulder, elbow, foot, ankle, and finger and surgical productivity tools.

Enovis Corporation (the “Company” or “Enovis”) is an innovation-driven medical technology growth company dedicated to developing clinically differentiated solutions that generate measurably better patient outcomes and transform workflows.

The Company conducts its business through two operating segments, “Prevention & Recovery” and “Reconstructive.” The Prevention & Recovery segment provides orthopedic and recovery science solutions, including devices, software, and services across the patient care continuum from injury prevention to rehabilitation after surgery, injury, or from degenerative disease.

The Reconstructive segment provides surgical implant solutions, offering a comprehensive suite of reconstructive joint products for the hip, knee, shoulder, elbow, foot and ankle, along with surgical productivity tools.

On January 3, 2024, the Company completed the acquisition of LimaCorporate S.p.A.

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Pursuant to the terms of the Share Purchase Agreement with the Seller, dated September 22, 2023, the Company acquired all of the issued and outstanding share capital of Lima from the Seller.

The Company financed the acquisition of Lima with proceeds from the committed term loan facility under its existing credit agreement and its previously completed offering of 3.875 % convertible senior notes due 2028.

See Note 5 “Acquisitions” and Note 13 “Debt" for further information.

On April 4, 2022, the Company completed the separation of its fabrication technology business (the “Separation”) through a tax free, pro-rata distribution of 90 % of the outstanding common stock of ESAB Corporation (“ESAB”) to Colfax stockholders.

To affect the Separation, Colfax distributed to its stockholders one share of ESAB common stock for every three shares of Colfax common stock held at the close of business on March 22, 2022, with the Company initially retaining 10% of the shares of ESAB common stock immediately following the Separation.

In connection with the Separation, ESAB issued $ 1.2 billion of new debt securities, the proceeds from which were used to fund a $ 1.2 billion cash distribution to Enovis upon Separation.

The distribution proceeds were used by Enovis in conjunction with $ 450.0 million of borrowings on a term loan under the Credit Agreement, as discussed below, and $ 52.3 million of cash on hand to repay $ 1.4 billion of outstanding debt and accrued interest on the Company’s prior credit facility, and $ 302.8 million of outstanding debt and accrued interest on its 2026 Notes, pay a redemption premium at 103.188 % of the principal amount of the 2026 Notes, and pay other fees and expenses due at closing.

Additionally, on April 7, 2022, the Company also completed the redemption of its Euro Senior Notes representing all of its outstanding € 350.0 million principal 3.25 % Euro Senior Notes due 2025 at a redemption price of 100.813 % of the principal amount.

Immediately following the Separation, the Company effected a one-for-three reverse stock split of all issued and outstanding shares of Enovis common stock, and all share and per share figures were restated in the 2022 Form 10-K.

The Company completed the divestiture of its 10 % retained shares in ESAB in a tax-efficient exchange for $ 230.5 million of its $ 450.0 million term loan outstanding under the Credit Agreement on November 18, 2022.

The Company financed the acquisition of Lima with proceeds from a term loan under the credit agreement and its previously completed offering of 3.875 % convertible senior notes due 2028.

See Note 5 “Acquisitions and Divestitures” and Note 13 “Debt” for further information.

The accompanying Consolidated Financial Statements present our historical financial position, results of operations, changes in equity and cash flows in accordance with accounting principles generally accepted in the United States of America (“GAAP”).

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Unless otherwise indicated, all amounts in the notes to the consolidated financial statements refer to continuing operations.

Prior to rebranding the Company’s specialty medical technology business as Enovis in 2022, the Company was also a leading diversified industrial technology company that provided air and gas handling and fabrication technology products.

The Company sold its air & gas handling business in 2019 and completed the separation of its fabrication technology business into a into an independent, publicly traded company (ESAB) in 2022 (the “Separation”).

The accompanying Consolidated Financial Statements include the following in discontinued operations:

(1) operating results through the first quarter of 2022 of ESAB, the Company’s former fabrication technology business;

(2) charges through the first quarter of 2022 for previously retained asbestos contingencies from divested businesses for which the Company did not retain an interest in the ongoing operation and that were fully transferred to ESAB in conjunction with the Separation;

(3) certain expenses related to the Separation in 2022, (4) a charge related to the release of a tax indemnification receivable from ESAB and release of uncertain tax positions, and (5) divestiture-related expenses and gain on disposal from the sale of a retained facility from a prior divestiture.

(1) the release of uncertain tax positions, charges related to the indemnity receivable from ESAB, and certain divestiture-related expenses in conjunction with the Separation, and (2) divestiture-related expenses and gain on disposal from the sale of a retained facility from the air and handling divestiture in 2023.

See Note 4 “Discontinued Operations” for further information.

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General economic conditions may, however, impact future seasonal variations.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Summary of Significant Accounting Policies

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Investments accounted for under the equity method are initially recorded at the amount of the Company’s initial investment and adjusted each period for the Company’s share of the investee’s income or loss and dividends paid.

The Company accounts for equity investments that do not have a readily determinable fair value as cost method investments under the measurement alternative under GAAP to the extent such investments are not subject to consolidation or the equity method of accounting as described above.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

the equity method of accounting as described above.

Under the measurement alternative, these financial instruments are carried at cost, less any impairment, adjusted for changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same issuer.

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One investment is accounted for under the equity method of accounting.

For the years ended December 31, 2024 and 2023, the Company’s share of the loss of the equity method investment is immaterial.

For the years ended December 31, 2025 and 2024, the Company’s share of the loss of the equity method investment was $ 0.6 million.

The other investments represent minority ownership interests and are accounted for under the cost method.

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Any estimates are evaluated on a quarterly basis until the uncertainty is resolved.

Additionally, the Company maintains provisions for estimated contractual allowances for

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

reimbursement amounts from certain third-party payors based on negotiated contracts, historical experience for non-contracted payors, and the impact of new contract terms or modifications of existing arrangements with these customers.

These allowances are recorded as a reduction to sales in the same period that the sales are recognized.

Additionally, the Company maintains provisions for estimated contractual allowances for reimbursement amounts from certain third-party payors based on negotiated contracts, historical experience for non-contracted payors, and the impact of new contract terms or modifications of existing arrangements with these customers.

These allowances are recorded as a reduction to Net sales in the same period that the sales are recognized.

The period of benefit for the Company’s incremental costs of obtaining a contract generally have less than a one-year duration;

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Costs include salaries, wages, consulting and depreciation and maintenance of facilities and equipment utilized in research, development and engineering activities relating to developing new products, as well as enhancing existing products with the latest technology and designs, creating new applications for existing products, lowering manufacturing costs and redesigning existing products to increase efficiency, improve durability, enhance performance and usability.

The Company also receives new product and invention ideas from orthopedic surgeons and other healthcare professionals and seeks to obtain rights to ideas it considers promising from a clinical and commercial perspective through entering into either assignment or licensing agreements.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

through entering into either assignment or licensing agreements.

The Company maintains contractual relationships with orthopedic surgeons who assist in developing products and may also provide consulting services in connection with product research and development.

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The Company receives fixed-rate amounts from the counterparties in exchange for the Company making foreign-currency fixed-rate interest payments over the life of the agreements.

During the years ended December 31, 2024 and 2023, the Company received interest income on its cross-currency swap agreements of $ 32.5 million, and $ 7.3 million, respectively, which is included within Interest expense, net in the Consolidated Statements of Operations.

During the years ended December 31, 2025, 2024 and 2023, the Company received interest income on its cross-currency swap agreements of $ 48.0 million, and $ 32.5 million, and $ 7.3 million, respectively, which is included within Interest expense, net in the Consolidated Statements of Operations.

See Note 17 “Financial Instruments and Fair Value Measurements” for further information on the cross-currency swap agreement.

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Cash and cash equivalents that are restricted as to withdrawal or use under the terms of certain contractual agreements are excluded from Cash and cash equivalents in the Consolidated Balance Sheets.

The balance in restricted cash was related to the acquisition of Precision AI which closed in the fourth quarter of 2023 and was fully released to the seller within one year of the acquisition date upon completion of three milestones.

See Note 5 “Acquisitions and Investments" for further information.

There were no restricted cash balances as of December 31, 2025 and 2024.

The balance in restricted cash as of December 31, 2023 was related to the acquisition of Precision AI which closed in the fourth quarter of 2023 and was fully released to the seller within one year of the acquisition date upon completion of three milestones.

See Note 5 “Acquisitions and Divestitures" for further information.

When it is expected to be released within one year, restricted cash is presented as a component of Other current assets on the Consolidated Balance Sheets.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The following table summarizes the Company’s Cash and Cash equivalents and Restricted cash:

The following table summarizes the Company’s position in Cash and cash equivalents and restricted cash as presented in the Consolidated Statements of Cash Flows:

2025 2024 2023

(In thousands)

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Restricted cash

Total cash and cash equivalents and restricted cash

Cash and cash equivalents and restricted cash

$ 36,389 $ 48,167 $ 44,832

Trade Receivables

Trade receivables are presented net of an allowance for credit losses in accordance with Topic 326, “Financial Instruments - Credit Losses”.

The estimate of current expected credit losses on trade receivables considers historical credit loss information that is adjusted for current conditions and reasonable and supportable forecasts.

Trade receivables are presented net of an allowance for credit losses in accordance with Topic 326, “Financial Instruments - Credit Losses.” The estimate of current expected credit losses on trade receivables considers historical credit loss information that is adjusted for current conditions and reasonable and supportable forecasts.

Estimated credit losses are reviewed periodically by management.

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The Company records a charge to Cost of sales for any amounts required to reduce the carrying value of inventories to its net realizable value.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Property, Plant and Equipment

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Significant estimates in the discounted cash flow models include the weighted average cost of capital, revenue growth rates, long-term rate of growth, profitability of the business, tax rates, and working capital effects.

The market valuation approach

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

indicates the fair value of the business based on a comparison against certain market information.

The market valuation approach indicates the fair value of the business based on a comparison against certain market information.

Significant estimates in the market approach model include identifying appropriate peer companies, market multiples and assessing earnings before interest, income taxes, depreciation and amortization.

For the year ended December 31, 2024, the Company identified an impairment indicator associated with a sustained decrease in the Company’s publicly quoted share price and market capitalization, relative to the carrying value of our reporting units.

Accordingly the Company performed a quantitative assessment of Goodwill as part of our annual goodwill impairment testing on the first day of the fourth quarter of 2024.

We determined the fair values of the reporting units by equally weighting a discounted cash flow approach and market valuation approach.

For the year ended December 31, 2025, the Company first identified an impairment indicator associated with a continued sustained decline in the Company’s publicly quoted share price and market capitalization, relative to the carrying value of our reporting units in the third quarter of 2025.

Accordingly, the Company performed a quantitative assessment of Goodwill as of the last day of the third quarter of 2025.

The fair values of the reporting units were equally weighted a discounted cash flow approach and market valuation approach.

Determining the fair value of a reporting unit requires the application of judgment and involves the use of significant estimates and assumptions which can be affected by changes in business climate, economic conditions, the competitive environment and other factors.

We base these fair value estimates on assumptions our management believes to be reasonable but which are unpredictable and inherently uncertain.

Based upon the results of the quantitative impairment test, the Company determined the carrying value of the Reconstructive and Prevention & Recovery reporting units exceeded their fair values as of the date of our annual impairment test.

In order to align each reporting unit’s fair value model with the Company’s overall market capitalization, the Company reduced long-term cash flow projections and reduced market multiples to the low end of acceptable ranges.

As a result, the Company recognized a non-cash goodwill impairment charge of $ 645 million ($ 330 million for the Reconstructive reporting unit and $ 315 million for the Prevention & Recovery reporting unit).

These fair value estimates were based on assumptions our management believes to be reasonable but which are unpredictable and inherently uncertain.

Based upon the results of the quantitative impairment test, the Company determined the carrying value of each of the Prevention & Recovery and Reconstructive reporting units exceeded their fair values as of October 3, 2025.

As a result, the Company recognized a non-cash goodwill impairment charge of $ 540.8 million in the quarter ended October 3, 2025 ($ 222.3 million for the P&R reporting unit and $ 318.6 million for the Reconstructive reporting unit).

Based upon a further continued sustained decline in the Company’s publicly quoted share price and market capitalization, relative to the carrying value of our reporting units, the Company performed a quantitative assessment of Goodwill as of the last day of the fourth quarter of 2025.

Based on the results of the quantitative impairment test, the Company determined the carrying value of the Reconstructive and Prevention & Recovery reporting units exceeded their fair values as of December 31, 2025.

In order to align each reporting unit’s fair value model with the Company’s overall market capitalization, the Company reduced long-term cash flow projections, reduced market multiples to the low end of acceptable ranges, and increased the weighted

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

average cost of capital.

As a result, the Company recognized a non-cash goodwill impairment charge of $ 501.0 million ($ 157.6 million for the Prevention & Recovery reporting unit and $ 343.4 million for the Reconstructive reporting unit).

A further sustained decline in our share price and market capitalization, future cash flows, end-markets and/or geographic markets could result in additional impairment charges that could materially affect our financial statements in any given year.

Actual results could differ from our estimates and projections, which would also affect the assessment of impairment.

As of December 31, 2024, after recognition of the $ 645 million impairment charge, we have Goodwill of $ 1.7 billion ($ 925 million for the Reconstructive reporting unit and $ 768 million for the Prevention and Recovery reporting unit) that is subject to at least annual review for impairment.

For the years ended December 31, 2024, the Company recognized a non-cash Goodwill impairment charge of $ 645.0 million ($ 315.0 million for the P&R reporting unit and $ 330.0 million for the Recon reporting unit) in connection with our annual impairment.

As of December 31, 2025, including the charges from the year ended December 31, 2024, the accumulated non-cash goodwill impairment loss is $ 1.7 billion ($ 767.9 million for the Prevention and Recovery reporting unit and $ 924.8 million for the Reconstructive reporting unit).

See Note 9 “Goodwill and Intangible Assets” in the accompanying Notes to Consolidated Financial Statements for the table summarizing the activity in Goodwill.

For the years ended December 31, 2023 and 2022, the Company performed a quantitative assessment of Goodwill for each of the Reconstructive and Prevention & Recovery reporting units as part of our annual impairment testing on the first day of the fourth quarter, both of which indicated no impairment existed.

For the year ended December 31, 2023, the Company performed a quantitative assessment of Goodwill for each of the Reconstructive and Prevention & Recovery reporting units as part of our annual impairment testing on the first day of the fourth quarter, both of which indicated no impairment existed.

Impairment of Long-Lived Assets Other than Goodwill and Indefinite-Lived Intangible Assets

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Intangible assets are being amortized on a straight-line basis over their estimated useful lives, which approximates the period of benefit.

The useful life of intangible asset as of December 31, 2024 range from three to twenty years with the largest asset groups of Acquired Technology, Acquired Customer Lists, and Acquired Trade Names having weighted-average useful life assignments of 14 , 12 , and 20 , respectively.

The useful life of intangible asset as of December 31, 2025 range from three to twenty years with the largest asset groups of Acquired Technology, Acquired Customer Lists, and Acquired Trade Names having weighted-average useful life assignments of 14 , 12 , and 20 years, respectively.

The Company assesses its long-lived assets and finite-lived intangible assets for impairment whenever facts and circumstances indicate that the carrying amounts may not be fully recoverable.

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Before assessing Goodwill for impairment, the Company concluded its long-lived assets and finite-lived intangible were recoverable.

The Company did not record any asset impairment charges during the years ended December 31, 2024, 2023 and 2022, except for a $ 5.4 million asset impairment recorded in the first quarter of 2024 associated with a divestiture of a minor product line in P&R.

The Company did not record any asset impairment charges during the years ended December 31, 2025, 2024 and 2023.

The Company is subject to foreign currency risk associated with the translation of the net assets of foreign subsidiaries to United States (“U.S.”) dollars on a periodic basis.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Derivative instruments are generally recognized on a gross basis in the Consolidated Balance Sheets in either Other current assets, Other assets, Accrued liabilities or Other liabilities depending upon their respective fair values and maturity dates.

2 unchanged sentences

For cash flow hedges and net investment hedges, unrealized gains and losses are recognized as a component of Accumulated other comprehensive loss in the Consolidated Balance Sheets to the extent that it is effective at offsetting the change in the fair value of the hedged item and realized gains and losses are recognized in the Consolidated Statements of Operations consistent with the underlying hedged instrument.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The Company does not enter into derivative contracts for speculative purposes.

21 unchanged sentences

Differences in exchange rates during the period between the date a transaction denominated in a foreign currency is consummated and the date on which it is either settled or translated for inclusion in the Consolidated Balance Sheets are recognized in Selling, general and administrative expense or Interest expense, net in the Consolidated Statements of Operations for that period.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

During the years ended December 31, 2024, 2023 and 2022, the Company recognized net foreign currency transaction losses of $ 3.5 million, $ 2.7 million, and $ 0.6 million, respectively, in Selling, general and administrative expense in the Consolidated Statements of Operations.

During the year ended December 31, 2022, the Company recognized net foreign currency transaction gain of $ 0.7 million in Interest expense, net in the Consolidated Statements of Operations.

The Company recognized net foreign currency transaction gains of $ 2.0 million in the year ended December 31, 2025 and losses of $ 3.5 million and $ 2.7 million in the years ended December 31, 2024 and 2023, respectively, in Selling, general and administrative expense in the Consolidated Statements of Operations.

Debt Issuance Costs and Debt Discount

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Further, the carrying value of debt is reduced by an original issue discount, which is accreted to Interest expense, net using the effective interest method over the term of the related obligation.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Use of Estimates

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Actual results may differ from those estimates.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Recently Issued Accounting Pronouncements

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Adopted Standards

In November 2023, the FASB issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures.

The amendments require enhanced disclosures about significant segment expenses if they are regularly provided to the Chief Operating Decision Maker and included in each reported measure of segment profit or loss.

In addition, the amendments expand interim disclosure requirements and clarify circumstances in which an entity can disclose multiple segment measures of profit or loss.

The adoption did not have a material impact on the Company’s Consolidated Financial Statements but did require updates to the presentation of certain information for the Company’s segment disclosures.

See Note 19 “Segment Information” for additional information regarding the updates made.

Standards to be Implemented

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):

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and disclosure of income tax expense (or benefit) from continuing operations disaggregated by federal (national), state, and foreign.

2023-09 is effective for annual periods beginning after December 15, 2024.

The Company is currently evaluating the impact of this ASU on its consolidated financial statement disclosures.

In November 2024, the FASB issued ASU 2024-04, Debt with Conversion and Other Options (Subtopic 470-20):

Induced Conversions of Convertible Debt Instruments.

The amendments in this ASU clarify the requirements for determining induced conversion treatment in certain situations of the early settlement of convertible debt instruments.

The guidance requires that an induced conversion include the issuance of all consideration (in form and in amount) issuable under the conversion privileges provided in the terms of the existing instrument.

2024-04 is effective for all annual reporting periods beginning after December 15, 2025, and interim periods within those annual reporting periods.

The Company is currently evaluating the impact of this ASU on its consolidated financial statement disclosures.

See Note 8 “Income Taxes” for further information.

Standards to be Implemented

In November 2024, the FASB issued ASU 2024-03, Expense Disaggregation Disclosures (Subtopic 220-40):

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In addition, the update requires that the entity disclose both the total amount of selling expenses reported and how it defines selling expenses.

2024-03 is effective for public business entities for annual reporting periods beginning after December 15, 2026, and interim reporting periods within annual reporting periods beginning after December 15, 2027.

2024-03 is effective, as clarified by ASU No.

2025-01, for public business entities for annual reporting periods beginning after December 15, 2026, and interim reporting periods within annual reporting periods beginning after December 15, 2027.

The Company is currently evaluating the impact of this ASU on its consolidated financial statements.

Other recently issued accounting pronouncements are not expected to have a material impact on the Company's consolidated financial statements.

In November 2024, the FASB issued ASU 2024-04, Debt with Conversion and Other Options (Subtopic 470-20):

Induced Conversions of Convertible Debt Instruments .

The amendments in this ASU clarify the requirements for determining induced conversion treatment in certain situations of the early settlement of convertible debt instruments.

The guidance requires an entity to account for a settlement as an induced conversion if the inducement offer includes the issuance of all consideration (in form and amount) issuable under the conversion privileges provided in the terms of the existing instrument.

2024-04 is effective for all annual reporting periods beginning after December 15, 2025, and interim periods within those annual reporting periods.

The Company is currently evaluating the impact of this ASU on its consolidated financial statements.

In July 2025, the FASB issued ASU 2025-05 — Financial Instruments — Credit Losses (Topic 326):

Measurement of Credit Losses for Accounts Receivable and Contract Assets .

This amendment simplifies the guidance in ASC 326 related to the estimation of credit losses on current accounts receivable and current contract assets arising from transactions accounted for under ASC 606.

This update allows entities to elect a practical expedient, which permits the assumption that the current conditions as of the balance sheet date remain unchanged for the remaining life of the asset in the development of a reasonable and supportable forecast.

2025-05 is effective for all annual reporting periods beginning after December 15, 2025, and interim periods within those annual reporting periods.

The Company is currently evaluating the impact of this ASU on its consolidated financial statements.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

In November 2025, the FASB issued ASU 2025-09 — Derivatives and Hedging (Topic 815):

Hedge Accounting Improvements .

This updates certain aspects of hedge accounting guidance to better reflect an entity’s risk management activities in its financial statements.

Also, the guidance simplifies the application of cash flow hedge accounting to forecasted interest payments on variable-rate debt instruments with contractual terms that permit the borrower to change the debt’s interest rate index or tenor.

2025-09 is effective for all annual reporting periods beginning after December 15, 2026, and interim periods within those annual reporting periods.

The Company is currently evaluating the impact of this ASU on its consolidated financial statements.

In December 2025, the FASB issued ASU 2025-12 — Codification Improvements .

This issuance impacts multiple topics in order to clarify, correct errors, or make other improvements to the Codification.

Initially, the only topic relevant to the Company is “Issue 4:

Clarify the Calculation of Earnings per Share When a Loss from Continuing Operations Exists,” which will be reviewed further along with other issues in the update.

2025-12 is effective for all annual reporting periods beginning after December 15, 2026, and interim periods within those annual reporting periods.

The Company is currently evaluating the impact of this ASU on its consolidated financial statements.

Other recently issued accounting pronouncements are not expected to have a material impact on the Company's consolidated financial statements.

Discontinued Operations

Separation of Fabrication Technology Business

On April 4, 2022, the Company completed the Separation of its fabrication technology business into an independent, publicly traded company:

ESAB, a global organization that develops, manufactures and supplies consumable welding and cutting products and equipment, as well as gas control equipment.

The spin-off was affected through a pro rata distribution of 90 % of the 60,034,311 outstanding common shares of ESAB to Enovis stockholders of record at the close of business on March 22, 2022 (the “Record Date”).

Enovis stockholders retained their Enovis shares and received one share of ESAB for every three shares of Enovis stock they owned on the Record Date.

ESAB began “regular way” trading on the New York Stock Exchange on April 5, 2022 under the symbol “ESAB”.

In connection with the Separation, the Company received a one-time tax-free cash distribution from ESAB of $ 1.2 billion.

Enovis and ESAB entered into various agreements to effect the Separation and provide a framework for ESAB’s relationship with Enovis after the Separation.

These agreements include a separation and distribution agreement, a stockholders’ and registration rights agreement, an employee matters agreement, a tax matters agreement, a transition services agreement, an ESAB Business Excellence System (“EBS”) license agreement, and an intellectual property matters agreement (the “Agreements”).

These Agreements govern the Separation between Enovis and ESAB of the assets, employees, liabilities and obligations (including its investments, property and employee benefits and tax-related assets and liabilities) of Enovis and its subsidiaries attributable to periods prior to, at and after the Separation and govern certain relationships between Enovis and ESAB after the Separation.

The impact of services provided to ESAB and agreed upon charges as part of the Separation are not material to our consolidated financial statements.

The matters of the agreements with ESAB substantially concluded in 2023.

Asbestos Contingencies

Prior to the Separation, the Company retained certain asbestos-related contingencies and insurance coverages from its previously divested businesses for which it did not retain an interest in the ongoing operations except for the contingencies.

The net costs and cash flows associated with these contingencies and coverages were reported by the Company as discontinued operations.

In conjunction with the Separation, all asbestos-related contingencies and insurance coverages from its divested businesses were transferred fully to ESAB.

The Company has classified asbestos-related charges through the date of Separation in its Consolidated Statements of Operations as part of Income from discontinued operations, net of taxes.

Items Related to our former Air and Gas Handling Business

The Company sold its air & gas handling business in 2019, but retained an interest in a facility not used in operations.

Accordingly, the accompanying Consolidated Financial Statements for all periods presented reflect pre-tax divestiture-related (benefit) expense of $( 0.7 ) million and $ 1.7 million for the years ended December 31, 2023 and 2022, respectively, as discontinued operations.

The divestiture-related expenses are primarily maintenance costs, cost to sell the facility, and related professional, legal, and consulting fees.

In the third quarter of 2023, the Company sold its retained interest in the facility and recorded a gain of $ 15.5 million.

Summary of Items Treated as Discontinued Operations

As a result of the Separation and prior divestitures, the Income from discontinued operations, net of tax includes the results of:

(1) ESAB, the Company’s former fabrication technology business in 2022 prior to the Separation, (2) charges related to the previously retained asbestos contingencies in 2022 prior to the Separation, (3) items related to the divested air & gas handling business in 2022 and 2023 including the gain on sale of a facility in 2023, and (4) the release of uncertain tax positions and related indemnity receivable from ESAB in conjunction with the Separation in 2023 and 2024.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The following table presents details of the Income from discontinued operation, net of tax, for the years ended December 31, 2024, 2023 and 2022.

Income (loss) from discontinued operations, net of taxes includes:

Items Related to the former Air and Gas Handling Business

The Company sold its air & gas handling business in 2019 but retained an interest in a facility not used in operations and incurred divestiture-related expenses for maintenance, cost to sell the facility, and related professional and legal fees.

In the third quarter of 2023, the Company sold its retained interest in the facility and recorded a gain of $ 15.5 million.

Accordingly, the accompanying Consolidated Financial Statements reflect the gain on disposal and the divestiture-related expenses for the year ended December 31, 2023 as discontinued operations.

The following table presents further detail into the financial results from discontinued operations:

Year Ended December 31,

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(in thousands)

Net sales $ — $ — $ 647,911

Cost of sales — — 423,580

Selling, general and administrative expense — — 125,529

Gain on disposal of facility $ — $ — $ ( 15,517 )

Restructuring and other charges — — 5,304

Asbestos charges — — 3,194

Divestiture-related expenses and other 1,118 2,647 4,387

2,647 4,387 46,684

Operating income ( 2,647 ) 11,130 43,620

Interest expense (2)

Income (loss) from discontinued operations before income taxes ( 1,118 ) ( 2,647 ) 11,130

Income tax (benefit) expense 791 ( 5,248 ) ( 9,978 )

( 5,248 ) ( 9,978 ) 9,155

Income from discontinued operations, net of taxes 2,601 21,108 26,430

Net income attributable to discontinued operations $ 2,601 $ 21,108 $ 26,430

(1) Divestiture-related expenses and other includes non-cash charges of $ 2.5 million and $ 5.1 million for the release of a tax indemnification receivable from ESAB for the years ended December 31, 2024 and 2023, respectively, and divestiture-related expenses for the Separation of $ 45.0 million for the year ended December 31, 2022.

(2) Interest expense was allocated to discontinued operations based on allocating $ 1.2 billion of corporate level debt to discontinued operations consistent with the dividend received from ESAB and the debt repaid at the time of the Separation.

(3) Includes income tax benefit from the release of uncertain tax positions associated with the Separation for the years ended December 31, 2024 and 2023.

The following table presents further detail into the financial results from discontinued operations :

Income (loss) from discontinued operations, net of taxes $ ( 1,909 ) $ 2,601 $ 21,108

The following table presents amounts in the Consolidated Statements of Cash Flows from discontinued operations :

Year Ended December 31,

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(in thousands)

Depreciation $ — $ — $ 7,671

Amortization — — 9,012

Capital expenditures — — 5,903

Cash used in operating activities $ 444 $ 146 $ 1,970

Cash used in (provided by) investing activities — ( 33,264 ) 3,157

Cash provided by investing activities $ — $ — $ 33,264

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Acquisitions and Divestitures

2025 Acquisitions

In 2025, the Company completed five business combinations and two asset acquisitions of intellectual property for total consideration of $ 36.9 million, including deferred and estimated contingent consideration.

The business combinations include two P&R businesses and three Recon distributors, and the intellectual property asset acquisitions include one in each segment.

For the transactions in P&R completed during the year ended December 31, 2025, the Company (i) paid a total of $ 7.8 million, net of cash received, and recorded estimated contingent consideration for future expected payments of $ 1.9 million for the acquisition of two businesses, and (ii) paid a total of $ 6.5 million in cash and recorded a $ 8.3 million liability for deferred payments for an asset acquisition of intellectual property.

The transactions added complementary product offerings to the P&R segment.

For the transactions in Recon completed during the year ended December 31, 2025, the Company (i) paid a total of $ 9.7 million, net of cash received, and recorded estimated contingent consideration for future expected payments of $ 1.0 million for three business combinations of distributors, and (ii) paid $ 1.5 million in cash for an asset acquisition of intellectual property.

The transactions expanded distribution partners for the Company’s surgical implant products in Europe and added a complementary surgical product technology.

The business combinations acquisitions are accounted for under the acquisition method of accounting, and accordingly, the Consolidated Financial Statements include the financial position and results of operations from the acquisition dates.

The Company recorded approximately $ 20.7 million in definite-lived intangible assets associated with the business combinations acquisitions.

The accounting for these business combinations have been finalized, and the assets and liabilities acquired are no longer subject to adjustment.

The intellectual property acquisitions are accounted for as asset acquisitions.

The Company also recorded an additional $ 16.3 million in definite-lived intangible assets associated with its asset acquisitions.

2025 Divestiture

On October 7, 2025, the Company completed the divestiture of the Dr Comfort Footcare Solutions product line of the Company’s P&R segment to Promus Equity Partners in an asset transaction that included inventory, machinery and equipment, and intangible assets for consideration of up to $ 60.0 million in cash, consisting of an upfront payment of $ 45.0 million and up to $ 15.0 million payable in the future upon the achievement of certain milestones (the “Dr Comfort Divestiture”).

The intangibles include all trademarks and technology of Dr Comfort as well as U.S.

customer relationships.

The Dr Comfort Divestiture does not represent a strategic shift that has a major effect on the Company’s operations and financial results and is therefore not presented as a discontinued operation.

Management allocated approximately $ 18.8 million of the total P&R goodwill to Dr Comfort.

The Company recognized an impairment loss of $ 7.9 million on the net assets sold, which was reflected within Goodwill impairment charge on the Consolidated Statements of Operations.

The cash proceeds received, net of cost to sell was $ 43.3 million, which is reflected within Proceeds from sale of business, net on the Consolidated Statements of Cash Flows.

The following summarizes the final assets and liabilities divested:

October 3, 2025

(In thousands)

NET ASSETS DIVESTED

Inventories, net $ 13,741

Property, plant, and equipment, net 920

Lease asset - right of use 1,429

Intangible assets, net 17,370

Lease liabilities

Proceeds from sale of business, net

(1) This represents the remaining goodwill balance as of October 3, 2025 after the impairment charge.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Lima Acquisition in 2024

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The cash paid for acquisition was $ 757.7 million, net of acquired cash.

The fair value of the Contingent Acquisition Shares at closing was $ 107.9 million based on the Enovis share price at the close of business on January 3, 2024.

The Contingent Acquisition Shares liability, recorded in Accrued liabilities, was adjusted to fair value each reporting period with the adjustment reflected in Other income (expense), net in the Consolidated Statement of Operations.

As of December 31, 2024, the Contingent Acquisition Shares liability was $ 42.6 million and the fair value adjustments resulted in a gain of $ 20.1 million for the year ended December 31, 2024.

The initial fair value of the Contingent Acquisition Shares at closing was $ 107.9 million based on the Enovis share price at the close of business on January 3, 2024.

The Contingent Acquisition Shares liability, which was recorded in Accrued liabilities, was adjusted to fair value each reporting period with the adjustment reflected in Other income (expense), net in the Consolidated Statement of Operations.

The Contingent Acquisition Shares liability was $ 0.0 million and $ 42.6 million, as of December 31, 2025 and 2024, respectively.

The fair value adjustments resulted in a loss of $ 1.8 million for the year ended December 31, 2025 and a gain of $ 20.1 million for the year ended December 31, 2024.

Lima operates in the reconstructive space of patient care, providing tailored hardware and digital innovation to advance a global standard of care and positive patient outcomes.

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These amounts are presented in accordance with GAAP, consistent with the Company’s accounting policies.

December 31, 2024 December 31, 2023

December 31, 2025 December 31, 2024 December 31, 2023

(In thousands)

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Net loss from continuing operations attributable to Enovis ( 1,170,448 ) ( 807,388 ) ( 171,619 )

The following table summarizes the Company’s estimate of the aggregate fair value of the assets acquired and liabilities assumed as of the date of acquisition.

These amounts, including inventories, deferred taxes, intangible assets, useful lives of the intangible assets, and property, plant and equipment, are determined based upon valuations and studies.

The accounting related to the Lima acquisition has been finalized, and the assets and liabilities acquired are no longer subject to adjustment.

Substantially all of the Goodwill recognized is not expected to be deductible for income tax purposes.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

January 3, 2024

(In thousands)

Trade receivables $ 79,710

Inventories 133,547

Property, plant and equipment 115,399

Goodwill 320,375

Intangible assets 363,000

Accounts payable ( 36,871 )

Accrued liabilities ( 51,341 )

Other assets and liabilities, net ( 58,235 )

Total fair value of consideration, net of acquired cash 865,584

fair value of Contingent Acquisition Shares ( 107,877 )

Acquisition consideration paid, net of acquired cash $ 757,707

The following summarizes the values of the Intangible assets acquired, excluding Goodwill, as of December 31, 2024:

Intangible Asset Weighted Average Amortization Period

Trademarks $ 50,000 20

Customer Relationships 148,000 15

Acquired technology 165,000 15

Total Intangible Assets $ 363,000

During the year ended December 31, 2024, the Company’s Consolidated Statements of Operations included $ 322.5 million of net sales and $ 17.0 million net loss associated with the acquired Lima legal entities.

Other 2024 Acquisitions

In 2024, the Company also completed one asset acquisition in its Reconstructive segment and one business acquisition in its Prevention & Recovery segment for aggregate purchase consideration of $ 4.0 million.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

2023 Acquisitions

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The Company paid $ 28.2 million for the asset acquisition and assigned $ 25.8 million to intangible assets, $ 1.9 million to finished goods inventory and $ 0.5 million to property, plant and equipment.

The Consolidated Financial Statements include the financial position and results of operations from the acquisition date.

On October 5, 2023, the Company acquired a 100 % interest in Precision AI, a developer of surgical planning software.

The transaction was accounted for as an asset acquisition.

The acquisition compliments the Company’s current product offerings in its Reconstruction segment with advanced planning software for shoulder surgery and opportunity to expand to additional

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The acquisition compliments the Company’s current product offerings in its Reconstruction segment with advanced planning software for shoulder surgery and opportunity to expand to additional anatomies.

On the acquisition date, the Company paid $ 17.6 million, net of cash received and agreed to make contingent payments of approximately $ 12.0 million upon the successful completion of three milestones within one year of the acquisition date.

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The additional contingent payments were recorded increasing the value of the intangible assets when the milestones were achieved.

The Consolidated Financial Statements include the assets acquired and results of operations from the acquisition date.

2022 Acquisitions

In 2022, the Company completed four asset acquisitions, two business acquisitions, and one investment, which is carried at cost as it does not have a readily determinable fair value.

Two of these transactions were completed by the Company’s Reconstructive segment, and the other five transactions were completed by the Prevention & Recovery segment.

The asset acquisitions broaden the Company’s product offering and distribution network.

Aggregate purchase consideration for the four asset acquisitions was $ 22.3 million, of which $ 12.6 million was paid in cash and $ 9.6 million consists of deferred and contingent consideration.

The investment was acquired for $ 10.0 million in cash consideration.

Pro forma revenues of the aforementioned acquisitions in the year ended December 31, 2023, if the aforementioned acquisitions were part of the Company since January 1, 2022, were approximately 1 % of Enovis consolidated revenues from continuing operations.

On May 6, 2022, the Company completed a business acquisition in its Reconstructive segment of KICo Knee Innovation Company Pty Limited and subsidiaries, an Australian private company doing business as 360 Med Care, by acquiring 100 % of its equity interests.

360 Med Care is a medical device distributor that bundles certain computer-assisted surgery and patient experience enhancement programs to add value to its device supply arrangements with surgeons, hospitals, and insurers.

The acquisition is accounted for under the acquisition method of accounting, and accordingly, the Consolidated Financial Statements include the financial position and results of operations from the acquisition date.

The Company paid $ 14.3 million for the acquisition, net of cash received, and recorded estimated contingent consideration at fair value of $ 12.8 million related to expected results over future revenue targets.

As of December 31, 2024, the contingent liability is $ 11.8 million.

The Company allocated $ 16.3 million to Goodwill and $ 18.2 million to intangible assets acquired.

The 360 Med Care acquisition broadened our customer base in Australia and adds to our overall product offerings.

On July 5, 2022, the Reconstructive segment of the Company acquired a controlling interest of Insight Medical Systems (“Insight”).

Insight’s flagship solution, ARVIS, is an FDA-cleared augmented reality solution precisely engineered for the specific needs of hip and knee replacement surgery.

The ARVIS navigation unit consists of a hands-free heads-up display worn by the surgeon which provides surgical guidance at the point of care in a streamlined, space-conserving, and cost-effective manner compared to traditional robotic offerings.

The acquisition is accounted for under the acquisition method of accounting as a step-acquisition, and accordingly, the Consolidated Financial Statements include the financial position and results of operations from the acquisition date.

Enovis made initial investments in Insight in 2021 and 2020, which were carried at cost.

During the third quarter of 2022, the Company acquired an additional 53.7 % interest in Insight for $ 34.2 million net of cash received, and recorded contingent consideration of $ 5.0 million, which is the maximum payable under the agreement based on Insight’s achievement of certain milestones related to ARVIS.

As of December 31, 2024, Enovis holds a 99.5 % interest in Insight and recognized $ 0.3 million noncontrolling equity interest in its financial statements attributed to Insight.

The Company allocated $ 36.3 million to Goodwill and $ 38.4 million to intangible assets acquired.

Goodwill is primarily driven by expected synergies between ARVIS’ augmented reality surgical guidance system and our existing customer base and existing products.

The Company does not expect any of the Goodwill to be deductible for tax purposes.

As a result of obtaining control of Insight, the Company remeasured its initial investments to its fair value resulting in a $ 8.8 million gain in 2022.

ENOVIS CORPORATION

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Year Ended December 31, 2025

of Period Charged to Expense, net Write-Offs, Deductions and Other, net Other Activity, net (1)

of Period Charged to Expense, net Write-Offs, Deductions and Other, net Foreign

Translation Balance at

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Allowance for Credit Losses $ 24,466 $ 3,030 $ ( 3,174 ) $ 1,287 $ 25,609

(1) Represents fair value adjustments related to acquisitions

ENOVIS CORPORATION

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$ 22,293 $ 4,492 $ ( 13,289 )

See Note 4 “Discontinued Operations” for the loss from discontinued operations and related income taxes.

See Note 4 “Discontinued Operations” for Income (loss) from discontinued operations and related income taxes.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The Company’s Income tax expense (benefit) from continuing operations differs from the amount that would be computed by applying the U.S.

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Year Ended December 31, 2025

Amount Percentage

(In thousands)

Income tax expense at the U.S.

Federal statutory tax rate $ ( 243,478 ) 21.0 %

State and local income taxes, net of Federal income tax effect (1)

2,340 ( 0.2 ) %

Foreign tax effects:

Goodwill impairment 2,790 ( 0.2 ) %

Other ( 1,262 ) 0.1 %

Goodwill impairment 2,992 ( 0.3 ) %

Other 228 — %

Statutory tax rate difference ( 1,046 ) 0.1 %

Effect of changes in tax laws 4,710 ( 0.4 ) %

Foreign exchange impact ( 2,410 ) 0.2 %

Other ( 16 ) — %

Statutory tax rate difference ( 6,151 ) 0.5 %

Goodwill impairment 50,175 ( 4.3 ) %

Other 754 ( 0.1 ) %

Changes in valuation allowances 3,127 ( 0.3 ) %

Other 511 — %

Statutory tax rate difference 31,506 ( 2.7 ) %

Subnational tax effects 1,535 ( 0.1 ) %

Goodwill impairment 8,993 ( 0.8 ) %

Foreign exchange impact 1,674 ( 0.1 ) %

Changes in valuation allowances 13,771 ( 1.2 ) %

Other ( 141 ) — %

Other foreign jurisdictions 3,304 ( 0.3 ) %

Effect of cross-border tax laws:

Global intangible low-taxed income 6,702 ( 0.6 ) %

Other 1,514 ( 0.1 ) %

Research and development tax credits ( 3,687 ) 0.3 %

Changes in valuation allowances 25,653 ( 2.2 ) %

Nontaxable or nondeductible items:

Non-deductible employee compensation 5,346 ( 0.5 ) %

Goodwill impairment 107,963 ( 9.3 ) %

Gain/Loss on disposition of business 2,290 ( 0.2 ) %

Other 644 ( 0.1 ) %

Changes in unrecognized tax benefits 1,962 ( 0.2 ) %

Income tax expense $ 22,293 ( 1.9 ) %

(1) The tax effect in this category primarily reflects state and local taxes in Alabama, California, Florida, Georgia, Illinois, Indiana, Massachusetts, New York, Pennsylvania, and Tennessee.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Year Ended December 31,

(In thousands)

Amount Percentage Amount Percentage

Taxes calculated at the U.S.

12 unchanged sentences

Income tax expense (benefit) $ 4,492 ( 0.5 ) % $ ( 13,289 ) 19.8 %

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Deferred income taxes, net reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes.

9 unchanged sentences

Capitalized R&D expenditures 58,102 47,527

Cross-currency swap 45,438 5,110

Non-current lease liability 20,348 18,752

4 unchanged sentences

Depreciation and amortization ( 263,586 ) ( 275,554 )

Inventory reserves and capitalization ( 3,270 ) —

Other ( 5,653 ) —

Lease asset - right of use ( 19,187 ) ( 18,022 )

1 unchanged sentence

Total deferred tax liabilities, net $ ( 75,766 ) $ ( 60,943 )

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The Company classifies all deferred tax assets, deferred tax liabilities and valuation allowances as non-current on the balance sheet, recorded as a net asset or net liability on a jurisdictional basis.

2 unchanged sentences

To the extent a portion or all of the applicable deferred tax assets do not meet the more likely than not threshold, a valuation allowance is recorded.

During the year ended December 31, 2024, the valuation allowance increased from $ 101.7 million to $ 156.4 million with a net increase of $ 52.8 million recognized in Income tax expense (benefit), a $ 4.8 million increase related to current year acquisitions, and a $ 2.8 million decrease related to changes in foreign currency rates.

During the year ended December 31, 2025, the valuation allowance increased from $ 156.4 million to $ 226.9 million with a net increase of $ 27.2 million recognized in Income tax expense (benefit), a $ 39.0 million increase related to unrealized loss on hedging activities, and a $ 4.2 million increase related to changes in foreign currency rates.

Consideration was given to tax planning strategies and, when applicable, future taxable income as to how much of the relevant deferred tax asset could be realized on a more likely than not basis.

The Company has $ 14.3 million of net operating losses expiring in years 2025 through 2044, $ 11.9 million of net operating losses that may be carried forward indefinitely and U.S.

The Company has $ 14.1 million of U.S.

net operating losses expiring in years 2026 through 2045, $ 9.6 million of net operating losses that may be carried forward indefinitely and U.S.

interest limitation carryforward of $ 53.6 million that may be carried forward indefinitely.

7 unchanged sentences

The Company’s $ 22.0 million foreign tax credit can be carried back one year and carried forward to tax years 2026 through 2035.

The Company’s $ 13.3 million R&D credit can be carried back

The Company’s $ 16.7 million R&D credit can be carried back one year and carried forward to tax years 2026 through 2045.

The Company has non-refundable R&D tax offsets of $ 4.1 million ca rrying forward indefinitely that that may be used to reduce Australian income tax in future periods.

The amounts of cash taxes paid, net of refunds are as follows:

Year Ended December 31, 2025

(In thousands)

Federal $ 1,770

Barbados 2,530

All Other Foreign 4,844

Income taxes paid, net of refund $ 18,379

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

one year and carried forward to tax years 2025 through 2044.

The Company has non-refundable R&D tax offsets of $ 3.9 million carrying forward indefinitely that that may be used to reduce Australian income tax in future periods.

For the year ended December 31, 2024, undistributed earnings of the Company’s foreign subsidiaries are estimated to be $ 74.8 million, all of which is permanently reinvested;

accordingly, the Company has assessed no deferred tax liability as of December 31, 2024 on such earnings.

The Company records a liability for unrecognized income tax benefits for the amount of benefit included in its previously filed income tax returns and in its financial results expected to be included in income tax returns to be filed for periods through the date of its Consolidated Financial Statements for income tax positions for which it is not more likely than not to be sustained upon examination by the respective taxing authority.

18 unchanged sentences

Addition for tax positions taken in the current period 764

Reductions related to settlements with taxing authorities ( 1,876 )

Reductions resulting from a lapse of applicable statute of limitations ( 3,525 )

2 unchanged sentences

The Company is routinely examined by tax authorities around the world.

Tax examinations remain in process in multiple countries, including but not limited to Germany, Spain, France, the United States and various U.S.

Tax examinations remain in process in multiple countries, including but not limited to Germany, Spain, France, Tunisia, and the United States.

The Company files numerous group and separate tax returns in U.S.

4 unchanged sentences

As of December 31, 2025 and 2024, we had accrued $ 2.5 million and $ 3.0 million, respectively, of interest and penalties related to unrecognized tax benefits.

Due to the difficulty in predicting with reasonable certainty when tax audits will be fully resolved and closed, the range of reasonably possible significant increases or decreases in the liability for unrecognized tax benefits that may occur within the next 12 months is difficult to ascertain.

The Company does not think there will be any material reduction to tax expense in the next 12 months related to the release of uncertain tax positions.

The gross amount of the unrecognized tax benefits that, if recognized, would affect the Company’s effective tax rate was $ 17.2 million as of December 31, 2024.

ENOVIS CORPORATION

7 unchanged sentences

— 320,375 320,375

Goodwill impairment ( 315,000 ) ( 330,000 ) ( 645,000 )

Impact of foreign currency translation ( 18,633 ) ( 24,926 ) ( 43,559 )

Balance, December 31, 2024 767,862 924,847 1,692,709

Goodwill attributable to acquisitions (1)

Goodwill attributable to divestiture (2)

( 18,823 ) — ( 18,823 )

2 unchanged sentences

Balance, December 31, 2025 $ 400,931 $ 317,368 $ 718,299

(1) Includes purchase accounting adjustments associated with acquisitions discussed in Note 5 “Acquisitions”.

Based upon the results of the annual impairment test, the Company determined the carrying value of each of the Reconstructive and Prevention & Recovery reporting units exceeded their fair values as of December 31, 2024.

(1) Includes purchase accounting adjustments associated with acquisitions discussed in Note 5 “Acquisitions and Divestitures.”

(2) As a result of the Dr Comfort Divestiture, the Company allocated a portion of the P&R goodwill to the Dr Comfort assets.

The divestiture was completed on October 7, 2025.

Includes the impairment from the sale totaling $ 7.9 million, which is reflected within the Goodwill impairment charge on the Consolidated Statements of Operations.

See Note 5 “Acquisitions and Divestitures” for further information.

The Company performed a quantitative impairment test as of December 31, 2025 and determined the carrying value of each of the P&R and Recon reporting units exceeded their fair value due to a sustained decrease in our publicly quoted share price and market capitalization relative to the carrying values.

As a result, the Company recognized a non-cash Goodwill impairment charge of $ 501.0 million ($ 157.6 million for the P&R reporting unit and $ 343.4 million for the Recon reporting unit).

The Company performed an interim quantitative impairment test as of October 3, 2025 and determined the carrying value of each of the Prevention & Recovery and Reconstructive reporting units exceeded their fair values.

Including the charges from the year ended December 31, 2024, the accumulated non-cash goodwill impairment loss is $ 1,686.8 million ($ 694.8 million for the Prevention & Recovery reporting unit and $ 992.0 million for the Recon reporting unit).

See Note 2 “Summary of Significant Accounting Policies - Impairment of Goodwill and Indefinite-Lived Intangible Assets ” for further information regarding impairment of Goodwill .

12 unchanged sentences

$ 2,176,979 $ ( 940,266 ) $ 2,091,142 $ ( 773,713 )

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Amortization expense related to acquired intangible assets, including acquired customer relationships, acquired technology, and acquired trade names, are presented on the face of the Consolidated Statements of Operations.

2 unchanged sentences

See Note 2 “Summary of Significant Accounting Policies” for discussion regarding impairment of Intangible assets.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Expected Amortization Expense

56 unchanged sentences

Term Loan and Revolving Credit Facility

The Company’s credit agreement, which was amended on October 23, 2023 in conjunction with the financing of the Lima Acquisition as further discussed below, consists of a $ 900 million revolving credit facility (the “Revolver”) with an April 4, 2027 maturity date and a $ 400 million term loan (the “Term Loan Facility”) (collectively, the “Credit Agreement”).

The Company’s credit agreement, which was amended on December 8, 2025, consists of a $ 1.1 billion revolving credit facility (the “Revolver”) with a December 8, 2030 maturity date and a $ 700 million term loan (the “Term Loan Facility”) (collectively, the “Credit Agreement”).

The Revolver contains a $ 50 million swing line loan sub-facility.

subsidiaries of the Company guarantee the obligations under the Credit Agreement.

The Credit Agreement also contains customary covenants limiting the ability of the Company and its subsidiaries to, among other things, incur debt or liens, merge or consolidate with others, dispose of assets, make investments, or pay

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

In addition, the Credit Agreement contains financial covenants requiring the Company to maintain (i) a maximum senior secured leverage ratio of not more than 3.50 :1.00 for the fiscal quarter ending June 30, 2024 and thereafter, and (ii) a minimum interest coverage ratio of 3.00 :1:00.

In addition, the Credit Agreement contains financial covenants requiring the Company to maintain (i) a maximum senior secured leverage ratio of not more than 3.50 :1.00 and (ii) a minimum interest coverage ratio of 3.00 :1:00.

Lastly, the Credit Agreement contains various events of default (including failure to comply with the covenants under the Credit Agreement and related agreements), and upon an event of default the lenders may, subject to various customary cure rights, require the immediate payment of all amounts outstanding under the Credit Agreement.

As of December 31, 2025, the Company was in compliance with the covenants under the Credit Agreement.

The Term Loan Facility extended to the Company under the Amendment was funded on January 3, 2024, the date the Lima Acquisition was consummated.

The Term Loan Facility requires quarterly principal repayments of $ 5 million and matures on April 4, 2027 (the “Term Loan”).

Effective as of the date of consummation of the Lima Acquisition, (i) all facilities under the Credit Agreement (including the Term Loan) became secured by certain personal property of the Company and certain of its subsidiaries, subject to limitations and exclusions;

(ii) the financial covenant under the Credit Agreement was adjusted to a new senior secured leverage ratio (as disclosed above);

(iii) certain changes to the negative covenants became effective (including restrictions on repayments of junior financing and amendments to junior financing documents):

and (iv) certain additional changes were implemented (including the removal of the guaranty fallaway provision).

The Term Loan Facility extended to the Company under the Credit Agreement, as amended was funded on December 8, 2025.

A portion of the incremental borrowings under the Term Loan Facility were used to repay the outstanding principal balance under the Revolver of approximately $ 335 million.

The Term Loan Facility requires quarterly principal repayments of $ 8.75 million and matures on December 8, 2030.

Effective as of the date of consummation of the Lima Acquisition, (i) all facilities under the Credit Agreement (including the Term Loan Facility) are secured by certain personal property of the Company and certain of its subsidiaries, subject to limitations and exclusions.

As of December 31, 2025, the weighted-average interest rate of borrowings under the Credit Agreement was 5.23 %, excluding accretion of original issue discount and deferred financing fees, and there was $ 943.0 million available on the Revolver.

13 unchanged sentences

The Company also entered into privately negotiated capped call transactions with certain of the initial purchasers of the 2028 Notes and paid $ 62 million to the counterparties.

The capped call transactions are intended generally to mitigate potential dilution to the Company’s common stock upon conversion of any Notes and/or offset any cash payments the Company is

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

required to make in excess of the principal amount of converted Notes, as the case may be, with such reduction and/or offset subject to a cap.

The capped call transactions are intended generally to mitigate potential dilution to the Company’s common stock upon conversion of any Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of converted Notes, as the case may be, with such reduction and/or offset subject to a cap.

If, however, the market price per share of common stock exceeds $ 89.72 , the initial cap price of the capped call transactions, there would be dilution effect and/or no offset of any cash payments, in each case, attributable to the amount by which the market price of the common stock exceeds the cap price.

The capped call payment was classified as equity since it meets the derivative scope exception included in ASC 815 Derivative and Hedging.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Other Indebtedness

3 unchanged sentences

The Company has $ 5.5 million in deferred financing fees included in Other assets as of December 31, 2025.

As of December 31, 2024, the Company has $ 13.6 million of original issue discount fees and other issuance costs included as a reduction of Long-term debt related to the 2024 Term Loan and the 2028 Notes.

In the third quarter of 2023, the Company paid $ 8.0 million for a b ridge financing facility for the Lima acquisition.

Upon the completion of the amendment to the Credit Agreement and 2028 Notes offering, the bridge facility was terminated and the unamortized balance of the bridge facility deferred financing fees of $ 7.3 million was written-off.

As of December 31, 2025, the Company has $ 11.6 million of original issue discount and other deferred issuance costs included as a reduction of long-term debt related to the Term Loan and the 2028 Notes.

Contractual Maturities

4 unchanged sentences

Total contractual maturities 1,308,408

Debt discount ( 13,604 )

Debt discount and deferred financing fees ( 11,615 )

Total debt $ 1,296,793

5 unchanged sentences

There is no term associated with the remaining repurchase authorization.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Accumulated Other Comprehensive Loss

1 unchanged sentence

All amounts are net of tax and noncontrolling interest, if any.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Accumulated Other Comprehensive Income (Loss) Components

3 unchanged sentences

Other comprehensive income (loss) before reclassifications:

Net actuarial gain 12,207 — — 12,207

Net actuarial loss ( 8,052 ) — — ( 8,052 )

Foreign currency translation adjustment 2,829 63,621 — 66,450

Loss on long-term intra-entity foreign currency transactions — ( 21,779 ) — ( 21,779 )

Gain on net investment hedges — — 9,028 9,028

Loss on hedge activity — — ( 27,943 ) ( 27,943 )

Other comprehensive income (loss) before reclassifications ( 5,223 ) 63,621 ( 27,943 ) 30,455

4 unchanged sentences

Other comprehensive income (loss) before reclassifications:

Net actuarial loss ( 8,052 ) — — ( 8,052 )

Net actuarial gain 5,285 — — 5,285

Foreign currency translation adjustment ( 615 ) ( 111,648 ) — ( 112,263 )

5 unchanged sentences

Other comprehensive income (loss) before reclassifications:

Net actuarial loss 5,285 — — 5,285

Net actuarial gain 4,897 — — 4,897

Foreign currency translation adjustment 1,201 195,288 — 196,489

4 unchanged sentences

Balance at December 31, 2025 9,856 81,624 ( 182,843 ) ( 91,363 )

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

During the years ended December 31, 2025, 2024 and 2023, Noncontrolling interest increased (decreased) by $ 0.2 million, $( 0.2 ) million, and $ 0.1 million, respectively, as a result of Other comprehensive income, due to foreign currency translation adjustment.

5 unchanged sentences

The 2020 Plan provides the Compensation and Human Capital Management Committee of the Company’s Board of Directors (“Compensation Committee”) discretion in creating employee equity incentives.

Awards under the 2020 Plan may be made in the form of stock options, stock appreciation rights, restricted stock, restricted stock units, performance-based stock, performance-based stock units, dividend equivalents, and other stock-based awards.

Awards under the 2020 Plan may be made in the form of stock

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

options, stock appreciation rights, restricted stock, restricted stock units, performance-based stock, performance-based stock units, dividend equivalents, and other stock-based awards.

The Company measures and recognizes compensation expense related to share-based payments based on the fair value of the instruments issued, net of an estimated forfeiture rate.

5 unchanged sentences

Stock-based compensation expense $ 32,922 $ 29,662 $ 34,065

$ 29,662 $ 34,065 $ 38,955

Deferred tax benefit 1,161 1,421 2,813

(1) Stock-based compensation expense includes $ 2.1 million of expense included in Income from discontinued operations on the Company’s Consolidated Statements of Operations for the year ended December 31, 2022.

As of December 31, 2025, the Company had $ 36.9 million of unrecognized compensation expense related to stock-based awards that will be recognized over a weighted-average period of 1.2 years.

5 unchanged sentences

The following table shows the weighted-average assumptions used to calculate the fair value of stock option awards using the Black-Scholes option pricing model, as well as the weighted-average fair value of options granted:

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Year Ended December 31,

6 unchanged sentences

Weighted-average fair value of options granted $ — $ — $ 26.36

(1) There were no options granted in 2024.

(1) There were no options granted in 2025 and 2024.

As a result of the Separation, beginning in April 2022, expected volatility is based on the weighted average historical stock price volatility of a group of peer companies for the expected term of the option.

4 unchanged sentences

107 with the continued use of this method extended under the provisions of Staff Accounting Bulletin No.

Stock option activity is as follows:

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The activity in the Company’s Stock options is as follows:

of Options Weighted-

6 unchanged sentences

Forfeited and expired ( 40,727 ) 67.85

Adjustment due to ESAB Separation (2)

( 425,651 ) 57.64

Outstanding at December 31, 2023 1,496,143 59.71

Granted 222,707 57.49

Exercised ( 11,263 ) 48.75

1 unchanged sentence

Outstanding at December 31, 2024 1,340,648 59.79

Exercised ( 11,263 ) 48.75

Forfeited and expired ( 223,005 ) 58.59

4 unchanged sentences

The intrinsic value of outstanding stock options fluctuates based upon the trading value of the Company’s common stock.

(2) Reflects the cancellation of outstanding options held by ESAB employees as of April 4, 2022, which were replaced with ESAB options issued by ESAB Corp.

as part of the Separation.

The total intrinsic value of options exercised during the years ended December 31, 2025, 2024 and 2023 was $ 4.2 million, $ 0.1 million , and $ 0.4 million, respectively.

The fair value of options vested during the years ended December 31, 2025, 2024 and 2023 was $ 2.7 million, $ 4.6 million , and $ 5.4 million, respectively.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Restricted Stock Units

2 unchanged sentences

The awards also have a service requirement that equals the respective performance periods.

The final achievement of the PRSUs granted in 2022 and 2021 was determined as of April 4, 2022 based on the current performance as of the time of the Separation, and it was determined that 100 % of the TSR metric was achieved .

The final achievement of the PRSUs granted in 2022 was determined as of April 4, 2022 based on the current performance as of the time of the Separation, and it was determined that 100 % of the TSR metric was achieved .

The achievement factors were determined in accordance with the applicable criteria established by the Compensation Committee.

6 unchanged sentences

The Compensation Committee determines the terms and conditions of each award, incl uding the restriction period and other criteria applicable to the awards.

Directors may also elect to defer their annual board fees into RSUs with immediate vesting.

Directors may

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

also elect to defer their annual board fees into RSUs with immediate vesting.

Delivery of the shares underlying these director restricted stock units is deferred until termination of the director’s service on the Company’s Board of Directors.

1 unchanged sentence

Fair Value Number

of Units Weighted-

Nonvested at January 1, 2023 260,797 $ 77.34 503,279 $ 71.33

2 unchanged sentences

Forfeited and expired — — ( 44,857 ) 63.43

Adjustment due to ESAB Separation (1)

( 32,373 ) 46.07 ( 131,291 ) 71.52

Nonvested at December 31, 2023 217,201 69.97 507,981 63.59

7 unchanged sentences

Nonvested at December 31, 2025 541,379 57.49 1,147,582 43.17

(1) Reflects the cancellation of unvested awards held by ESAB employees as of April 4, 2022, which were replaced with ESAB awards issued by ESAB as part of the Separation.

The fair value of shares vested during the years ended December 31, 2025, 2024 and 2023 was $ 18.2 million, $ 23.3 million , and $ 32.1 million, respectively.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Accrued Liabilities

2 unchanged sentences

Accrued compensation and related benefits $ 105,112 $ 85,989

Contingent consideration - current portion 49,719 5,972

Derivative liability – current portion 51,485 3,648

Accrued third-party commissions 38,174 34,602

Lease liability - current portion 22,340 21,568

Accrued taxes 21,341 14,384

Accrued rebates 31,033 19,964

Accrued royalties 6,296 6,944

Accrued taxes 27,178 21,341

Lease liability - current portion 24,742 22,340

Deferred and contingent consideration - current portion 8,873 49,719

Accrued restructuring liability 7,975 2,938

Customer advances and billings in excess of costs incurred 6,495 6,229

Accrued interest 5,841 3,765

Accrued freight 5,314 3,909

Purchase of royalty interest 6,430 —

Accrued royalties 4,990 6,296

Accrued professional fees 11,495 5,003

Derivative liability - current portion 3,648 278

Accrued restructuring liability 2,938 2,276

Accrued freight 4,876 5,314

Accrued interest 4,193 5,841

Warranty liability 2,621 2,818

1 unchanged sentence

$ 375,943 $ 329,873

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Accrued Restructuring Liability

14 unchanged sentences

(2) Includes the cost of relocating associates, relocating equipment, lease termination expense, and other costs in connection with the closure and optimization of facilities and product lines.

(3) Non-cash charges includes $ 17.9 million of expense classified as Cost of sales on the Company’s Consolidated Statements of Operations related to the discontinuation of certain product lines in the P&R and Recon segments and a $ 5.4 million asset impairment recorded in the first quarter of 2024 associated with a divestiture of a minor product line in P&R.

(3) Non-cash charges includes $ 5.3 million of expense classified as Cost of sales on the Company’s Consolidated Statements of Operations related to the discontinuation of certain product lines in the P&R and Recon segments.

Non-cash charges also includes a $ 2.6 million benefit classified in Restructuring and other charges on the Company’s Consolidated Statements of Operations related to a pension curtailment benefit arising from employees in the Recon segment that were severed in a restructuring plan.

(4) Of the Company’s total provisions, $ 5.2 million and $ 10.0 million are related to the Prevention & Recovery and Reconstructive segments, respectively.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Year Ended December 31, 2024

11 unchanged sentences

(2) Includes the cost of relocating associates, relocating equipment and lease termination expense in connection with the closure and optimization of facilities and product lines.

(3) Includes $ 2.6 million non-cash charges classified as Cost of sales on the Company’s Consolidated Statements of Operations.

(3) Includes $ 17.9 million non-cash charges classified as Cost of sales on the Company’s Consolidated Statements of Operations and a $ 5.4 million asset impairment recorded in the first quarter of 2024 associated with a divestiture of a minor product line in P&R.

Of the Company’s total provisions, $ 20.9 million and $ 24.3 million are related to the Prevention & Recovery and Reconstructive segments, respectively.

3 unchanged sentences

The Company sponsors various defined benefit plans and defined contribution plans for certain eligible employees or former employees.

Since the Separation, all of the Company’s defined benefit plans are based outside of the U.S and the Company does not sponsor any other post-retirement benefit plans.

All of the Company’s defined benefit plans are based outside of the U.S and the Company does not sponsor any other post-retirement benefit plans.

The Company uses December 31 st as the measurement date for all of its employee benefit plans.

26 unchanged sentences

Fair value of plan assets, end of year $ 86,659 $ 90,276

Funded status, end of year $ ( 20,484 ) $ ( 27,671 )

Unfunded status, end of year $ 17,484 $ 20,484

Amounts recognized on the Consolidated Balance Sheet at December 31:

Current liabilities

$ ( 236 ) $ ( 214 )

Non-current liabilities

1 unchanged sentence

Total $ 17,484 $ 20,484

(1) The actuarial loss for 2023 is primarily due to the decrease in discount rate in the Swiss market.

(2) Transfers in (benefits paid), net are positive for 2024 and 2023 are due to transfers in for new members.

(3) Settlements were triggered in 2024 and 2023 in our Swiss statutory plans due to large lump sum payments from individuals leaving the plan resulting the recognition of deferred unamortized gains.

(1) The actuarial gain for 2025 is primarily due to the increase in discount rate in the Swiss market.

(2) Transfers in (benefits paid), net are positive for 2025 and 2024 due to transfers in for new members.

(3) Settlements were triggered in 2025 and 2024 in our Swiss statutory plans due to large lump sum payments from individuals leaving the plan resulting in the recognition of deferred unamortized gains.

As of December 31, 2025 and 2024, all Enovis plans had projected benefit obligations in excess of the fair value of plan assets.

The projected benefit obligation decreased by $ 11.6 million in the year ended December 31, 2024 compared to an increase of $ 27.3 million in the December 31, 2023.

In the year ended December 31, 2024, the decrease was mainly driven by two key factors:

settlements of $ 14.5 million and the exchange rate effect of $ 9.2 million as a result of the U.S.

The projected benefit obligation decreased by $ 6.6 million in the year ended December 31, 2025 compared to a decrease of $ 11.6 million in the year ended December 31, 2024.

In the year ended December 31, 2025, the decrease was mainly driven by:

settlements of $ 26.1 million and actuarial gains of $ 7.8 million, partially offset by the exchange rate effect of $ 14.4 million as a result of the U.S.

currency weakening relative to other currencies and recurring service and interest costs.

In the year ended December 31, 2024, the decrease was mainly driven by settlements of $ 14.5 million and the exchange rate effect of $ 9.2 million as a result of the U.S.

currency strengthening relative to other currencies.

In the year ended December 31, 2023, the increase was mainly driven by two key factors:

an actuarial loss of $ 11.5 million and the exchange rate effect of $ 10.9 million as a result of the U.S.

currency weakening relative to other currencies.

ENOVIS CORPORATION

4 unchanged sentences

2031 - 2035 27,861

2026 6,036,871

2027 4,935,172

2028 5,065,581

2029 5,448,008

2030 - 2033 28,691,933

The Company’s primary investment objective for its pension plan assets is to provide a source of retirement income for the plans’ participants and beneficiaries.

12 unchanged sentences

December 31, 2025

Measured at Net Asset Value(1) Level

(In thousands)

6 unchanged sentences

December 31, 2024

Measured at Net Asset Value(1) Level

(In thousands)

4 unchanged sentences

$ 59,530 $ 30,746 $ — $ 90,276

(1) Represents diversified portfolio funds, reinsurance contracts and money market funds.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(1) Represents diversified portfolio funds, reinsurance contracts and money market funds.

The following table sets forth the components of Net periodic benefit cost (income) and Other comprehensive (gain) loss of the Company’s defined benefit pension plans and other post-retirement employee benefit plans:

The following table sets forth the components of Net periodic benefit cost (income) and Other comprehensive (gain) loss of the Company’s defined benefit pension plans:

Pension Benefits

7 unchanged sentences

Settlement gain ( 3,676 ) ( 1,183 ) ( 578 )

Other — — ( 20 )

Curtailment gain ( 2,536 ) — —

Expected return on plan assets ( 2,785 ) ( 2,907 ) ( 3,032 )

16 unchanged sentences

Weighted-average rate of increase in compensation levels for active plans 1.4 % 1.3 %

The key economic assumptions used in the computation of Net periodic benefit (income) cost are as follows:

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The key economic assumptions used in the computation of Net periodic benefit (income) cost are as follows:

Year Ended December 31,

19 unchanged sentences

The carrying value of the Company’s term loan and revolving credit facility debt, which bears a variable interest rate indexed to the Secured Overnight Financing Rate (SOFR), approximates fair value as it reprices when market interest rates change.

Based on current interest rates for similar types of borrowings, the estimated fair value of the Company’s total debt, including the Senior unsecured convertible notes, the 2024 Term Loan, and the Revolver, was $ 1.4 billion and $ 0.6 billion as of December 31, 2024 and December 31, 2023, respectively.

Based on current interest rates for similar types of borrowings, the estimated fair value of the Company’s total debt, including the Senior unsecured convertible notes, the Term Loan Facility, and the Revolver, was $ 1.3 billion and $ 1.4 billion as of December 31, 2025 and December 31, 2024, respectively.

The estimated fair value, a Level Two valuation in the fair value hierarchy, may not represent actual values of the financial instruments that could be realized as of the balance sheet date or that will be realized in the future.

3 unchanged sentences

A change in these unobservable inputs to a different amount might result in a significantly higher or lower fair value measurement at the reporting date due to the nature of uncertainty inherent to the estimates.

During the year ended December 31, 2024, the Company recorded a net $ 8.7 million reduction in contingent consideration primarily due to $ 7.7 million in settlement of revenue-based contingent consideration arrangements.

During the year ended December 31, 2025, the Company recorded a net $ 1.6 million

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

reduction in contingent consideration primarily due to $ 4.8 million in settlements of arrangements based on the achievement revenue targets and other milestones, partially offset by the increase due to the 2025 acquisitions.

See Note 5 “Acquisitions and Divestitures” for further information.

The gross range of outcomes for contingent consideration arrangements that have a fixed limit is zero to $ 3.3 million.

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The Contingent Acquisition Shares were issuable in two equal tranches within six and twelve months of the acquisition date upon the non-occurrence of certain future events, in each case subject to certain adjustments and conditions as provided for in the purchase agreement.

The initial fair value of the Contingent Acquisition Shares at closing was $ 107.9 million based on the Enovis share price at the close of business on January 3, 2024.

The Contingent Acquisition Shares liability, recorded in Accrued liabilities, is adjusted to fair value each reporting period with the adjustments reflected in Other income, net in the Consolidated Statement of Operations.

The fair value adjustments resulted in a gain of $ 20.1 million for the year ended December 31, 2024.

The fair value of the Contingent Acquisition Shares liability is Level One in the fair value hierarchy as it is determined using quoted market prices.

The first tranche of 971,343 Contingent Acquisition Shares was issued to the seller on July 16, 2024 and the second tranche of Contingent Acquisition Shares was issued on January 15, 2025.

The initial fair value of the Contingent Acquisition Shares at closing was $ 107.9 million based on the Enovis share price at the close of business on January 3, 2024.

The Contingent Acquisition Shares liability, which was recorded in Accrued liabilities, was adjusted to fair value each reporting period with the adjustments reflected in Other income (expense), net in the Consolidated Statement of Operations.

The Contingent Acquisition Shares liability was $ 0.0 million and $ 42.6 million, as of December 31, 2025 and 2024, respectively.

The fair value adjustments resulted in a loss of $ 1.8 million for the year ended December 31, 2025 and a gain of $ 20.1 million for the year ended December 31, 2024.

The fair value of the Contingent Acquisition Shares liability was a Level One fair value measurement in the hierarchy as it is determined using quoted market prices.

There were no other transfers in or out of Level One, Two or Three during the year ended December 31, 2025.

Total Contingent Consideration Rollforward

Beginning Balance Additions, net Charges / (Gain) Interest Payments Foreign Exchange Ending Balance

A summary of the activity in the Company’s contingent consideration in the Consolidated Balance Sheets is as follows:

Year Ended December 31, 2025

of Period Additions, net Charges / (Gain) Interest Settlements Foreign Exchange Balance at

(In thousands)

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Total Contingent Consideration $ 59,937 $ 2,296 $ 1,787 $ — $ ( 49,218 ) $ 897 $ 15,699

(1) Settlements reflect cash payments presented as a financing outflows within Deferred consideration payments and other on the Consolidated Statement of Cash Flows, except for the $ 44.4 million which is a non-cash settlement for the Contingent Acquisition Shares discussed above.

Purchase of royalty interest liability

In the first and second quarters of 2025, the Company entered into agreements to buyout the economic interest in future royalty payments in connection with the termination of certain legacy product development agreements related to certain of the Company’s U.S.

reconstructive products.

The aggregate gross buyout amount under such agreements is $ 56.5 million, which will be paid over nine years.

The Company recorded charges to the Consolidated Statements of Operations of $ 45.8 million for the year ended December 31, 2025, representing the discounted liability upon entering the agreements of which $ 6.4 million is recorded in Accrued liabilities as of December 31, 2025, and the non-current portion is recorded in Other liabilities on the Consolidated Balance Sheet.

Deferred Compensation Plans

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Dollar value of forecasted transactions.

To accomplish this objective, the Company has entered into forward currency contract agreements between the U.S.

To accomplish this objective, the Company has entered into forward currency

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

contract agreements between the U.S.

Dollar and the Mexican Peso as part of its risk management strategy.

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The contracts are recorded at fair value and deemed to be Level Two in the fair value hierarchy.

At December 31, 2024, the Company’s forward currency contracts have a Mexican Peso notional amount of approximately $ 1.0 billion and a U.S.

Dollar aggregate notional amount of $ 50.7 million.

During the year ended December 31, 2024, the Company recognized a realized loss of $ 0.6 million on its Consolidated Statements of Operations related to its forward currency contracts designated as cash flow hedges.

At December 31, 2023, the Company’s forward currency contracts have a Mexican Peso notional amount of approximately $ 840.0 million and a U.S.

Dollar aggregate notional amount of $ 47.9 million.

During the year ended December 31, 2023, the Company recognized a realized gain of $ 0.2 million on its Consolidated

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Statements of Operations related to its forward currency contracts designated as cash flow hedges.

There were no forward currency contracts designated as cash flow hedges for the year ended December 31, 2022.

At December 31, 2025, the Company’s Mexican Peso forward currency contracts have fully settled and there is no notional amounts outstanding.

At December 31, 2024 and 2023, the Company’s forward currency contracts have Mexican Peso notional amount of approximately $ 1.0 billion and $ 840.0 million, respectively, and a U.S.

Dollar aggregate notional amount of $ 50.7 million and $ 47.9 million, respectively.

The Company recognized a $ 0.3 million realized loss, a $ 0.6 million realized gain, and a $ 0.2 million realized gain on its Consolidated Statements of Operations related to its forward currency contracts designated as cash flow hedges for the years ended December 31, 2025, 2024 and 2023, respectively.

Net Investment Hedges

On April 18, 2023, the Company entered into cross-currency swap agreements to hedge its net investment in its Swiss Franc-denominated subsidiaries against adverse movements in exchange rates between the U.S.

On April 18, 2023, the Company entered into cross-currency swap agreements to hedge its net investment in a Swiss Franc-denominated legal entity and its subsidiaries against adverse movements in exchange rates between the U.S.

Dollar and the Swiss Franc.

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The $ 0.7 million gain on settlement is reported in the Consolidated Balance Sheet as part of Accumulated other comprehensive income (loss) and in the Company’s Consolidated Statements of Comprehensive Income (Loss) as part of the foreign currency translation adjustment.

On April 8, 2024, April 12, 2024, and July 2, 2024, the Company entered into additional cross-currency swap agreements to hedge its net investment in its Swiss Franc-denominated subsidiaries against adverse movements in exchange rates between the U.S.

On April 8, 2024, April 12, 2024, and July 2, 2024, the Company entered into additional cross-currency swap agreements to hedge its net investment in a Swiss Franc-denominated legal entity and its subsidiaries against adverse movements in exchange rates between the U.S.

Dollar and the Swiss Franc.

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For derivatives designated as net investment hedges, the gain or loss on the derivative is reported in the Consolidated Balance Sheet as part of Accumulated other comprehensive income (loss) and in the Company’s Consolidated Statements of Comprehensive Income (Loss) as part of the foreign currency translation adjustment.

Amounts are reclassified out of Accumulated other comprehensive loss into earnings when the hedged net investment is either sold or substantially liquidated.

During the years ended December 31, 2024 and 2023, the Company received interest income on its cross-currency swap derivatives of $32.5 million and $7.3 million, respectively, which is included within Interest expense, net in the Consolidated Statements of Operations.

There were no Cross-currency swaps designated as net investment hedges for the year ended December 31, 2022.

Amounts are reclassified out of Accumulated other comprehensive loss into earnings only if the hedged net investment is either sold or substantially liquidated.

These net assets are impacted by adverse movements in exchange rates between the U.S.

Dollar and the Swiss Franc and any allocation of Goodwill impairments related to the Company’s Swiss Franc-denominated legal entity and its subsidiaries.

In 2026, the Company’s Swiss Franc notional amounts of its cross-currency swap agreements may exceed the net investment as a result of goodwill impairment charges.

In the event the Company can not designate a portion of its cross-currency swaps in 2026, the fair value adjustments on the undesignated derivative instruments will be reported as non-operating Other income (expense), net in the Consolidated Statement of Operations until it can be designated again as a hedge of the net investment in a Swiss Franc-denominated legal entity and its subsidiaries.

During the years ended December 31, 2025, 2024 and 2023, the Company received interest income on its cross-currency swap derivatives of $ 48.0 million, $ 32.5 million and $ 7.3 million, respectively, which is included within Interest expense, net in the Consolidated Statements of Operations.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The following table presents the effect of the Company’s designated hedging instruments on Accumulated other comprehensive income (loss) for the year ended December 31, 2025, 2024, and 2023:

Year Ended December 31,

2025 2024 2023

(In thousands)

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In the fourth quarter of 2023, the Company recorded a gain of $ 24.3 million on its Consolidated Statements of Operations.

The gain or loss is recorded in Other income, net on the Consolidated Statements of Operations.

The gain or loss is recorded in Other income (expense), net on the Consolidated Statements of Operations.

From inception of the forward contracts on October 4, 2023 through settlement at the closing of the Lima Acquisition on January 3, 2024, the foreign currency forward contracts resulted in an overall realized gain of $ 13.2 million.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The Company did not have any other non-designate forward currency contracts in 2025 or 2024.

The following table presents the fair value of the Company’s derivative financial instruments as well as their classification on the Consolidated Balance Sheets as of December 31, 2025 and 2024:

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Designated Hedging Instruments:

Forward currency contracts Other current assets $ — $ 432

Cross-currency swaps Other current assets $ 34,176 $ 35,376

35,376 10,493

Non-Designated Hedging Instruments

Forward currency contracts Other current assets — 24,311

Total Derivative Assets $ 34,176 $ 35,376

23 unchanged sentences

Off-Balance Sheet Arrangements

As of December 31, 2024, the Company had $ 130.6 million of unconditional purchase obligations with suppliers, all of which is expected to be paid by December 31, 2025.

As of December 31, 2025, the Company had $ 135.1 million of unconditional purchase obligations with suppliers, of which $ 124.4 million is expected to be paid by December 31, 2026.

Segment Information

1 unchanged sentence

• Prevention & Recovery - a leader in orthopedic solutions and recovery sciences, providing devices, software and services across the patient care continuum from injury prevention to rehabilitation after surgery, injury, or from degenerative disease.

• Reconstructive - innovation market-leader positioned in the fast-growing surgical implant business, offering a comprehensive suite of reconstructive joint products for the hip, knee, shoulder, elbow, foot, ankle, and finger.

• Reconstructive - an innovation market-leader positioned in the fast-growing surgical implant business, offering a comprehensive suite of reconstructive joint products for the hip, knee, shoulder, elbow, foot, ankle, and finger, and surgical productivity tools.

The Company’s management, including the chief operating decision maker, evaluates the operating results of each of its reportable segments based upon Net sales and Adjusted EBITDA.

Net sale represents revenue from external customers.

Net sales represents revenue from external customers.

There are no revenues from transactions between our segments reported in our segment measures of profitability.

There are certain costs incurred centrally which are allocated to the segments generally using the proportionate share of net sales.

Adjusted EBITDA excludes from Net income (loss) from continuing operations the effect of Income tax expense (benefit);

Other income, net;

Adjusted EBITDA excludes from Net income (loss) the effect of Income (loss) from discontinued operations, net of taxes;

Income tax expense (benefit);

Other (income) expense , net;

non-operating (gain) loss on investments;

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acquisition-related intangible asset amortization;

insurance settlement (gain) loss;

strategic purchase of economic interest on future royalty payments;

goodwill impairment charges;

and fair value charges on acquired inventory.

and inventory step-up.

The chief operating decision maker is a group, which includes both the Company’s Chief Executive Officer and Chief Financial Officer.

The chief operating decision maker uses Adjusted EBITDA because this measure assists our management in comparing operating performance over time because certain items may obscure underlying business trends and make comparisons of long-term performance difficult, as they are of a nature and/or size that occur with inconsistent frequency or relate to discrete restructuring plans and other initiatives that are fundamentally different from our ongoing productivity improvements.

The chief operating decision maker uses Adjusted EBITDA because this measure assists our management in comparing operating performance over time because certain are not normal recurring charges necessary to operate our business, and these items may obscure underlying business trends and make comparisons of long-term performance difficult, as they are of a nature and/or size that occur with inconsistent frequency or relate to discrete restructuring plans and other initiatives that are fundamentally different from our ongoing productivity improvements.

The chief operating decision maker utilizes Adjusted EBITDA to assess segment performance, incorporating it into the annual budgeting process and monthly comparisons of actual results to budget and updated forecasts.

This analysis supports decisions regarding the allocation of capital and personnel to the segments.

ENOVIS CORPORATION

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Total segment expenses 992,723 958,951 946,463

Depreciation 20,590 22,188 24,390

Depreciation and other amortization 18,846 20,590 22,188

Adjusted EBITDA (non-GAAP) $ 163,091 $ 159,596 $ 152,501

5 unchanged sentences

Total segment expenses 970,526 889,451 575,099

Depreciation 96,708 61,404 52,290

Depreciation and other amortization 99,350 96,708 61,404

Adjusted EBITDA (non-GAAP) $ 239,905 $ 216,923 $ 116,726

20 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(1) The following is a reconciliation of Loss from continuing operations before income taxes to Adjusted EBITDA:

The following is a reconciliation of Net loss to Adjusted EBITDA:

Year Ended December 31,

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(In thousands)

Loss from continuing operations before income taxes $ ( 822,924 ) $ ( 67,128 ) $ ( 2,069 )

Net Loss (GAAP) $ ( 1,183,620 ) $ ( 824,815 ) $ ( 32,731 )

Loss (income) from discontinued operations, net of taxes 1,909 ( 2,601 ) ( 21,108 )

Income tax expense (benefit) 22,293 4,492 ( 13,289 )

Restructuring and other charges (1)

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Strategic transaction costs (3)

60,372 78,291 38,250

Stock-based compensation 33,296 29,687 32,079

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Goodwill impairment charge 1,049,751 645,000 —

Insurance settlement gain (3)

— — ( 36,705 )

Purchase of royalty interest 45,818 — —

Inventory step-up (5)

18,119 51,745 148

Interest expense, net 34,823 57,100 19,749

Debt extinguishment charges — — 7,333

Gain on investment in ESAB Corporation — — ( 102,669 )

Gain on cost basis investment — — ( 8,800 )

Other income, net ( 9,895 ) ( 25,663 ) ( 2,088 )

Other expense (income), net (4)

367 ( 9,895 ) ( 25,663 )

Adjusted EBITDA (non-GAAP) $ 402,996 $ 376,519 $ 269,227

(1) Restructuring and other charges includes $ 5.3 million, $ 17.9 million and $ 2.6 million of expense classified as Cost of sales on the Company’s Consolidated Statements of Operations for the years ended December 31, 2025, 2024 and 2023, respectively.

(2) Primarily related to costs specific to compliance with medical device reporting regulations and other requirements of the European Union MDR.

(2) MDR and other costs includes (i) $ 9.8 million, $ 16.0 million, and $ 21.3 million for the years ended December 31, 2025, 2024 and 2023, respectively, in non-recurring costs specific to updating our quality system, product labeling, asset write-offs and product remanufacturing to comply with the medical device reporting regulations and other requirements of the new medical device regulations in the European Union for devices which were introduced to the market prior to the regulation and (ii) $ 0.6 million, $ 3.5 million, and $ 6.1 million for the years ended December 31, 2025, 2024 and 2023, respectively, of expenses to resolve certain infrequent, non-recurring regulatory or other legal matters.

These costs are classified as Selling, general and administrative expense on our Consolidated Statements of Operations.

(3) Insurance settlement gain is related to the 2019 acquisition of DJO.

(3) Strategic transaction costs includes:

(i) $ 39.4 million, $ 64.9 million, and $ 12.2 million for the years ended December 31, 2025, 2024 and 2023, respectively, related to non-recurring integration costs associated with the Lima Acquisition which includes (a) payroll and retention costs for roles eliminated in connection with the integration of our recent acquisition of Lima where a legal notice period was required prior to the employee’s separation from the Company, or integration-related daily activities not related to former roles performed by an employee during their legal notice period and prior to their separation from the Company.

In each case, such costs relate solely to roles eliminated in connection with the integration of the Lima acquisition, and are nonrecurring and not part of our normal business operations;

(b) professional and consulting fees specifically incurred to consummate the acquisition and advise and facilitate on post-acquisition integration matters including legal entity consolidation, costs associated with rebranding and marketing acquired business under Enovis name, such as marketing materials, trade show redesign costs and product labeling;

and (c) integration related costs associated with sales agent and distributor network rationalization, including contract termination and retention expenses, supply chain and portfolio integration, and quality management system consolidation, (ii) $ 19.5 million, $ 8.8 million, and $ 5.5 million for the years ended December 31, 2025, 2024 and 2023, respectively, of non-recurring (non-Lima) acquisition integration costs and other non-recurring project costs for global ERP rationalization and shared service center start-up, and (iii) $ 1.5 million, $ 4.6 million, and $ 20.6 million for the years ended December 31, 2025, 2024 and 2023, respectively, related to the Separation of our former fabrication technology business.

These costs are classified as Selling, general and administrative expense on our Consolidated Statements of Operations.

(4) Includes the final fair value loss adjustment for the Contingent Acquisition Shares, partially offset by pension income from amortization of actuarial gains in 2025, the fair value gain on Contingent Acquisition Shares, partially offset by a loss on the non-designated forward currency hedge for managing exchange rate risk in 2024 related to the Euro-denominated purchase price of the Lima Acquisition, and a gain on the non-designated forward currency hedge for managing exchange rate risk in 2023 related to the Euro-denominated purchase price of the Lima Acquisition.

(5) Inventory step-up expense represents the incremental expense of inventory sold recognized at its fair value after business combination accounting is applied versus the expense that would have been recognized if sold at its cost to manufacture.

Since only the inventory that existed at the business combination date was stepped-up to fair value, we believe excluding the incremental expense enhances comparability between periods, allowing investors to better understand our business performance and the underlying trends relevant to our ongoing business performance.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(In thousands)

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(1) The Company attributes revenues from external customers to individual countries based upon the country in which the sale was originated.

ENOVIS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(In thousands)

4 unchanged sentences

Germany 42,962 30,288

France 8,451 5,529

Mexico 6,385 7,046

France 11,973 8,451

Other foreign locations 65,729 50,245

3 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 8. Financial Statements and Supplementary Data