Item 9A. Controls and Procedures
Item 9A. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures as defined in Rule 13a-15(e) under the Exchange Act as of December 31, 2025. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of the end of the period covered by this report on Form 10-K, the Company’s disclosure controls and procedures were effective in providing reasonable assurance that the information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.
Changes in Internal Control over Financial Reporting
The Company completed the Lima acquisition on January 3, 2024. Management considers this transaction to be material to the Company’s consolidated financial statements and believes that the internal controls and procedures of Lima have a material effect on the Company’s internal control over financial reporting. During the year ended December 31, 2025, the Company has completed the process of incorporating the internal controls and procedures of Lima into our internal controls over financial reporting and extending our compliance program under the Sarbanes-Oxley Act of 2002 to include Lima.
Other than the Lima acquisition noted above, there have been no changes in our internal control over financial reporting (as defined in Rule 13a-15(f)) identified in connection with the evaluation required by Rule 13a-15(d) of the Exchange Act that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
Management’s Annual Report on Internal Control Over Financial Reporting
The management of Enovis Corporation is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Our internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. GAAP. Internal control over financial reporting includes policies and procedures that:
(i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the Company’s assets;
(ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with accounting principles generally accepted in the United States of America, and that receipts and expenditures are being made only in accordance with the authorization of management and directors of the Company; and
(iii) 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 inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with existing policies or procedures may deteriorate.
Under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, our management conducted an assessment of the effectiveness of internal control over financial reporting as of December 31, 2025 based on the criteria established in Internal Control - Integrated Framework , issued by the Committee of Sponsoring
108
Organizations of the Treadway Commission (2013 framework). Based on this assessment, our management has concluded that our internal control over financial reporting was effective as of December 31, 2025.
Our independent registered public accounting firm is engaged to express an opinion on our internal control over financial reporting, as stated in its report, which is included in Part II, Item 8 of this Form 10-K under the caption “Report of Independent Registered Public Accounting Firm—Internal Control Over Financial Reporting.”
Item 9B. Other Information
During the fiscal years ended December 31, 2025 and 2024, none of our directors or officers informed us of the adoption , modification or termination of a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Regulation S-K, Item 408.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
None
109
PART III
Item 10. Directors, Executive Officers and Corporate Governance
Information relating to our Executive Officers is set forth in Part I of this Form 10-K under the caption “Information About Our Executive Officers.” The following information with respect to our board of directors is presented as of February 26, 2026:
Name Age Position at Enovis Principal Employment
Damien McDonald
61 Chief Executive Officer and Director Same
Sharon L. Wienbar
64 Chair of the Board of Directors
Retired
Brady R. Shirley
60 Director
Retired
Liam J. Kelly 59 Director Chairman, President and Chief Executive Officer of Teleflex Incorporated from January 2010 to January 2026
Philip Okala 57 Director Chief Operating Officer of Tufts Medicine
A. Clayton Perfall 67 Director Retired
Rajiv Vinnakota 54 Director President of the Institute for Citizens & Scholars (formerly the Woodrow Wilson National Fellowship Foundation)
Dr. Christine Ortiz 55 Director Morris Cohen Professor of Materials Science and Engineering at the Massachusetts Institute of Technology
Angela S. Lalor 60 Director Retired
Barbara Bodem 58 Director Retired
Additional information regarding our Directors, Audit Committee and, if required, compliance with Section 16(a) of the Exchange Act is incorporated by reference to such information included in our proxy statement for our 2026 annual meeting to be filed with the SEC within 120 days after the end of the fiscal year covered by this Form 10-K (the “2026 Proxy Statement”).
We have adopted an insider trading policy that governs the purchase, sale, and/or other dispositions of our securities by directors, officers, employees, contractors, consultants and other persons designated by the Company that is reasonably designed to promote compliance with insider trading laws, rules and regulations, and the listing requirements of the New York Stock Exchange. A copy of our insider trading policy is filed as exhibit 19.1 to this Annual Report on Form 10-K.
As part of our system of corporate governance, our Board of Directors has adopted a code of ethics that applies to all employees, including our principal executive officer, our principal financial officer, principal accounting officer or other persons performing similar functions. A copy of the code of ethics is available on the Corporate Governance page of the Investor Relations section of our website at www.enovis.com . We intend to satisfy any disclosure requirement under Item 5.05 of Form 8-K regarding an amendment to, or a waiver from, a provision of our code of ethics by posting such information on our website at the address above.
Item 11. Executive Compensation
Information responsive to this item is incorporated by reference to such information included in our 2026 Proxy Statement.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Information responsive to this item is incorporated by reference to such information included in our 2026 Proxy Statement.
Item 13. Certain Relationships and Related Transactions, and Director Independence
Information responsive to this item is incorporated by reference to such information included in our 2026 Proxy Statement.
Item 14. Principal Accountant Fees and Services
Information responsive to this item is incorporated by reference to such information included in our 2026 Proxy Statement.
110
PART IV
Item 15. Exhibits and Financial Statement Schedules
(A) The following documents are filed as part of this report.
(1) Financial Statements. The financial statements are set forth under Part II, Item 8. “Financial Statements and Supplementary Data” of this report on Form 10-K.
(2) Schedules. An index of Exhibits and Schedules begins on page 112 of this report. Schedules other than those listed have been omitted from this Annual Report because they are not required, are not applicable or the required information is included in the financial statements or the notes thereto.
(3) Exhibits: See exhibits listed under Part (B) below.
(B) Exhibits.
111
INDEX TO FINANCIAL STATEMENTS, SUPPLEMENTARY DATA AND FINANCIAL STATEMENT SCHEDULE
Schedule: Page Number in Form 10-K
Valuation and Qualifying Accounts 119
EXHIBIT INDEX
Explanatory Note : On April 4, 2022, the Company changed its corporate name from “Colfax Corporation” to “Enovis Corporation.” References to “the Company” in the exhibit index below refer to “Colfax Corporation” with respect to periods prior to the date of the name change, and to Enovis Corporation with respect to periods after the date of the name change.
Exhibit
No.
Description
Location
2.1
Separation and Distribution Agreement, dated April 4, 2022, between the Company and ESAB Corporation Incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on April 8, 2022.
2. 2
Share Purchase Agreement, dated September 22, 2023, between the Company and Emil Holding II S.a.r.l.
Incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on September 28, 2023
3.1
Amended and Restated Certificate of Incorporation of the Company Incorporated by reference to Exhibit 3.01 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on January 30, 2012
3.1.1
Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Company Incorporated by reference to Exhibit 3.1 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on April 8,2022
3.1.2
Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Company Incorporated by reference to Exhibit 3.1 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on May 22, 2024
3.2
Amended and Restated Bylaws of the Company Incorporated by reference to Exhibit 3.02 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on December 15, 2022
4.1
Specimen Common Stock Certificate Incorporated by reference to Exhibit 4.1 to the Company’s Form S-1 (File 333-148486) as filed with the SEC on May 1, 2008
4.2
Description of Securities registered under Section 12 of the Exchange Act Incorporated by reference to Exhibit 4.2 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on February 26, 2025
4.3
Indenture, dated October 24, 2023, between the Company and U.S. Bank Trust Company, National Association, as Trustee
Incorporated by reference to Exhibit 4.1 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on October 25, 2023
4.4
Form of 3.875% Convertible Senior Note due 2028
Incorporated by reference to Exhibit 4.2 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on October 25, 2023
10.1
2016 Omnibus Incentive Plan* Incorporated by reference to Exhibit 10.01 to the Company’s Form 10-Q (File No. 001-34045) as filed with the SEC on July 28, 2016
10.2
Form of Non-Qualified Stock Option Agreement for officers * Incorporated by reference to Exhibit 10.5 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on February 14, 2017
10.3
Form of Non-Qualified Stock Option Agreement for officers with retirement provision * Incorporated by reference to Exhibit 10.6 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on February 24, 2020
112
Exhibit
No. Description Location
10.4
Form of Non-Qualified Stock Option Agreement for non-officers * Incorporated by reference to Exhibit 10.6 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on February 14, 2017
10.5
Form of Non-Qualified Stock Option Agreement for non-officers with retirement provision* Incorporated by reference to Exhibit 10.8 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on February 24, 2020
10.6
Form of Performance Stock Unit Agreement* Incorporated by reference to Exhibit 10.7 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on February 14, 2017
10.7
Form of Performance Stock Unit Agreement with retirement provision* Incorporated by reference to Exhibit 10.10 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on February 24, 2020
10.8
Form of Restricted Stock Unit Agreement* Incorporated by reference to Exhibit 10.8 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on February 14, 2017
10.9
Form of Restricted Stock Unit Agreement with retirement provisions* Incorporated by reference to Exhibit 10.12 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on February 24, 2020
10.10
Form of Outside Director Deferred Stock Unit Agreement* Incorporated by reference to Exhibit 10.9 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on February 14, 2017
10.11
Form of Outside Director Restricted Stock Unit Agreement (no deferral)* Incorporated by reference to Exhibit 10.10 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on February 14, 2017
10.12
Form of Outside Director Deferred Stock Unit Agreement for deferral of grants of restricted stock * Incorporated by reference to Exhibit 10.11 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on February 14, 2017
10.13
Form of Outside Director Deferred Stock Unit Agreement for deferral of director fees* Incorporated by reference to Exhibit 10.12 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on February 14, 2017
10.14
Form of Outside Director Non-Qualified Stock Option Agreement* Incorporated by reference to Exhibit 10.13 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on February 14, 2017
10.15
2020 Omnibus Incentive Plan* Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on May 27, 2020
10.16
First Amendment to 2020 Omnibus Incentive Plan Incorporated by reference to Exhibit 10.1 to the Company’s form 8-K (File No. 001-34045) as filed with the SEC on June 13, 2022
10.17
Second Amendment to 2020 Omnibus Incentive Plan*
Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on May 22, 2024
10.18
Form of Non-Qualified Stock Option Agreement – Chief Executive Officer (2020 Plan)* Incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on May 27, 2020
10.19
Form of Non-Qualified Stock Option Agreement – Officer (w/ Retirement) (2020 Plan)* Incorporated by reference to Exhibit 10.3 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on May 27, 2020
10.20
Form of Non-Qualified Stock Option Agreement – Outside Director (2020 Plan)* Incorporated by reference to Exhibit 10.4 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on May 27, 2020
10.21
Form of Performance Stock Unit Agreement – Chief Executive Officer (2020 Plan)* Incorporated by reference to Exhibit 10.5 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on May 27, 2020
113
Exhibit
No. Description Location
10.22
Form of Performance Stock Unit Agreement – Officer (w/ Retirement) (2020 Plan)* Incorporated by reference to Exhibit 10.6 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on May 27, 2020
10.23
Form of Restricted Stock Unit Agreement – Chief Executive Officer (2020 Plan)* Incorporated by reference to Exhibit 10.7 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on May 27, 2020
10.24
Restricted Stock Unit Agreement – Officer (w/ Retirement) (2020 Plan)* Incorporated by reference to Exhibit 10.8 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on May 27, 2020
10.25
Form of Restricted Stock Unit Agreement – Outside Director (2020 Plan)* Incorporated by reference to Exhibit 10.9 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on May 27, 2020
10.26
Form of Retention Restricted Stock Unit Agreement (2020 Plan)*
Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 001-3405) as filed with the SEC on March 5, 2021
10.27
Form of Option Award Agreement (for awards on or after January 1, 2025) (2020 Plan)*
Incorporated by reference to Exhibit 10.27 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on February 26, 2025
10.28
Form of Restricted Stock Unit Agreement (for awards on or after January 1, 2025) (2020 Plan)*
Incorporated by reference to Exhibit 10.28 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on February 26, 2025
10.29
Form of Performance Restricted Stock Unit Agreement (for awards on or after January 1, 2025) (2020 Plan)*
Incorporated by reference to Exhibit 10.28 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on February 26, 2025
10.3 0
Form of Restricted Stock Unit Agreement (2020 Plan)* Incorporated by reference to Exhibit 10.1 to the Company’s Form 10-Q (File No. 001-34045) as filed with the SEC on November 6, 2025
10.31
Form of Performance Restricted Stock Unit Agreement (2020 Plan)* Incorporated by reference to Exhibit 10.2 to the Company’s Form 10-Q (File No. 001-34045) as filed with the SEC on November 6, 2025
10. 32
Amended and Restated Excess Benefit Plan, effective as of January 1, 2013* Incorporated by reference to Exhibit 10.13 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on February 19, 2013
10. 3 3
Amendment No. 1 to Amended and Restated Excess Benefit Plan, dated December 12, 2018* Incorporated by reference to Exhibit 10.19 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on February 24, 2020
10.3 4
Nonqualified Deferred Compensation Plan, as effective January 1, 2016* Incorporated by reference to Exhibit 10.15 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on February 16, 2016
10.3 5
Amendment No. 1 to Nonqualified Deferred Compensation Plan, effective as of February 13, 2017* Incorporated by reference to Exhibit 10.21 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on February 24, 2020
10.3 6
Amendment No. 2 to Nonqualified Deferred Compensation Plan, dated December 12, 2018* Incorporated by reference to Exhibit 10.22 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on February 24, 2020
10. 37
Amendment No. 3 to Nonqualified Deferred Compensation Plan, effective as of December 1, 2020* Incorporated by reference to Exhibit 10.32 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on February 22, 2022
10.3 8
Amendment No. 4 to Nonqualified Deferred Compensation Plan, effective as of January 1, 2022* Incorporated by reference to Exhibit 10.33 to the Company’s Form 10-K (File. No. 001-34045) as filed with the SEC on February 22, 2022
10.3 9
Employment Agreement between Matthew L. Trerotola and the Company* Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on July 23, 2015
114
Exhibit
No. Description Location
10.40
Retirement and Transition Agreement between the Company and Matthew L. Trerotola* Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on March 14, 2025
10. 41
Employment Agreement between the Company and Daniel A. Pryor* Incorporated by reference to Exhibit 10.04 to the Company’s Form 10-Q (File No. 001-34045) as filed with the SEC on August 7, 2012
10.4 2
Separation and Release Agreement between the Company and Daniel A. Pryor, dated November 14, 2025*
Filed herewith
10. 4 3
Letter Agreement between the Company and Phillip Benjamin Berry, dated December 31, 2022* Incorporated by reference to Exhibit 10.38 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on March 1, 2023
10.4 4
Letter Agreement between the Company and Damien McDonald, dated February 27, 2025* Incorporated by reference to Exhibit 10.2 to the Company’s Form 10-Q (File No. 001-34045) as filed with the SEC on May 9, 2025
10.4 5
Form of Indemnification Agreement between the Company and each of its directors and executive officers* Incorporated by reference to Exhibit 10.3 to the Company’s Form S-1 (File 333-148486) as filed with the SEC on May 1, 2008
10.4 6
Form of Change in Control Agreement* Incorporated by reference to Exhibit 10.01 to the Company’s Form 10-Q (File No. 001-34045) as filed with the SEC on October 29, 2020
10.4 7
Annual Incentive Plan, as amended and restated April 3, 2020* Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on April 9, 2020
10.4 8
Executive Officer Severance Plan* Incorporated by reference to Exhibit 10.02 to the Company’s Form 10-Q (File No. 001-34045) as filed with the SEC on July 23, 2015
10.4 9
Director Deferred Compensation Plan* Incorporated by reference to Exhibit 10.9 to the Company’s Form S-1 (File 333-148486) as filed with the SEC on April 23, 2008
10. 50
Amendment No. 1 to the Director Deferred Compensation Plan* Incorporated by reference to Exhibit 10.24 to the Company’s Form 10-K (File 333-148486) as filed with the SEC on February 16, 2018
10. 51
Credit Agreement, dated April 4, 2022, by and among the Company, as the lead borrower, certain subsidiaries of the Company identified therein as guarantors, each of the lenders from time to time party thereto, Bank of America, N.A., as administrative agent, JPMorgan Chase Bank, N.A., Goldman Sachs Bank USA, Citizens Bank, N.A., BNP Paribas, Bank of Montreal and Wells Fargo Bank, National Association, as co-syndication agents, and joint bookrunners and joint lead arrangers named therein Incorporated by reference to Exhibit 10.7 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on April 8, 2022
10. 52
Amendment No. 1 to Credit Agreement, dated October 23, 2023, by and among the Company, the lenders and guarantors party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent
Incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on October 25, 2023
10.53
Amendment No. 2 to Credit Agreement, dated March 28, 2024, by and among the Company, the lenders and guarantors party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent
Filed herewith
115
Exhibit
No. Description Location
10.54
Amendment No. 3 to Credit Agreement, dated December 8, 2025, by and among the Company, the lenders and guarantors party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on December 10, 2025
10. 55
Transition Services Agreement, dated April 4, 2022, between the Company and ESAB Corporation Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on April 8, 2022
10. 56
Tax Matters Agreement, dated April 4, 2022, between the Company and ESAB Corporation Incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on April 8, 2022
10.5 7
Employee Matters Agreement, dated April 4, 2022, between the Company and ESAB Corporation Incorporated by reference to Exhibit 10.3 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on April 8, 2022
10.5 8
Intellectual Property Matters Agreement, dated April 4, 2022, between the Company and ESAB Corporation Incorporated by reference to Exhibit 10.4 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on April 8, 2022
10.5 9
EBS License Agreement, dated April 4, 2022, between the Company and ESAB Corporation Incorporated by reference to Exhibit 10.5 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on April 8, 2022
10. 60
Letter Agreement between the Company and Patricia Lang, dated December 17, 2018* Incorporated by reference to Exhibit 10.64 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on March 1, 2023
10.61
Retirement and Transition Agreement and Release between the Company and Patricia Lang, dated December 10, 2025*
Filed herewith
10. 6 2
Enovis Corporation 2023 Non-Qualified Stock Purchase Plan
Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on May 22, 2023
10. 6 3
Form of Capped Call Confirmation entered into with Initial Purchasers of 3.875% Convertible Notes
Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 001-34045) as filed with the SEC on October 25, 2023
10. 64
Registration Rights Agreement, dated January 3, 2024, by and between the Company and Emil Holding II S.a.r.l.
Incorporated by reference to Exhibit 10.55 to the Company’s Form 10-K (File No.001-34045) as filed with the SEC on February 22, 2024
19.1
Enovis Corporation Insider Trading Policy
Incorporated by reference to Exhibit 19.1 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on February 26, 2025
21.1
Subsidiaries of registrant Filed herewith
23.1
Consent of Independent Registered Public Accounting Firm Filed herewith
31.1
Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934 Filed herewith
31.2
Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Filed herewith
32.1
Certification of Chief Executive Officer, Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Furnished herewith
32.2
Certification of Chief Financial Officer, Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Furnished herewith
97.1
Enovis Corporation Policy for Recovery of Erroneously Awarded Compensation, effective as of September 20, 2023
Incorporated by reference to Exhibit 97.1 to the Company’s Form 10-K (File No. 001-34045) as filed with the SEC on February 22, 2024
116
101.INS Inline XBRL Instance Document Filed herewith
101.SCH Inline XBRL Taxonomy Extension Schema Document Filed herewith
101.CAL Inline XBRL Extension Calculation Linkbase Document Filed herewith
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document Filed herewith
101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document Filed herewith
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document Filed herewith
104 Cover Page Interactive Data File - The cover page from this Annual Report on Form 10-K for the fiscal year ended December 31, 2024 is formatted in Inline XBRL (included as Exhibit 101).
Filed herewith
* Indicates management contract or compensatory plan, contract or arrangement.
Item 16. Form 10-K Summary
None.
117
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on February 26, 2026.
ENOVIS CORPORATION
By: /s/ DAMIEN MCDONALD
Damien McDonald
Chief Executive Officer and Director
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the date indicated.
Date: February 26, 2026
/s/ DAMIEN MCDONALD
Damien McDonald
Chief Executive Officer and Director
(Principal Executive Officer)
/s/ PHILLIP B. BERRY
Phillip B. Berry
Senior Vice President and Chief Financial Officer
(Principal Financial Officer)
/s/ JOHN KLECKNER
John Kleckner
Vice President, Controller and Chief Accounting Officer
(Principal Accounting Officer)
/s/ SHARON L. WIENBAR
Sharon L. Wienbar
Chair of the Board
/s/ BRADY R. SHIRLEY
Brady R. Shirley
Director
/s/ DR. CHRISTINE ORTIZ
Dr. Christine Ortiz
Director
/s/ ANGELA S. LALOR
Angela S. Lalor
Director
/s/ LIAM J. KELLY
Liam J. Kelly
Director
/s/ A. CLAYTON PERFALL
A. Clayton Perfall
Director
/s/ BARBARA BODEM
Barbara Bodem
Director
/s/ RAJIV VINNAKOTA
Rajiv Vinnakota
Director
/s/ PHILIP OKALA
Philip Okala
Director
118
ENOVIS CORPORATION AND SUBSIDIARIES
SCHEDULE II–VALUATION AND QUALIFYING ACCOUNTS
Balance at
Beginning
of Period Charged to Cost and
Expense (1)
Charged to Other
Accounts (2)
Write-Offs Write-Downs and
Deductions Foreign
Currency
Translation Balance at
End of
Period
(Dollars in thousands)
Year Ended December 31, 2025:
Allowance for credit losses $ 24,466 $ 3,030 $ — $ ( 3,174 ) $ 1,287 $ 25,609
Valuation allowance for deferred tax assets 156,443 27,165 39,030 — 4,219 226,857
Year Ended December 31, 2024:
Allowance for credit losses 9,731 10,617 8,893 ( 4,145 ) ( 630 ) 24,466
Valuation allowance for deferred tax assets 101,650 52,815 4,789 — ( 2,811 ) 156,443
Year Ended December 31, 2023:
Allowance for credit losses 7,965 4,836 — ( 3,221 ) 151 9,731
Valuation allowance for deferred tax assets 93,542 4,646 — — 3,462 101,650
(1) Amounts charged to expense are net of recoveries for the respective period.
(2) Represents amounts charged to Accumulated other comprehensive income (loss) for the Company’s cross-currency swap agreements designated as net investment hedges in 2025 and fair value adjustments related to acquisitions charged to Goodwill in 2024.
S-1