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CNMD 8-K filings in 2025
Every material Form 8-K CONMED filed with the SEC in 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
CONMED reported third quarter 2025 sales of $337.9 million, up 6.7% year over year, while GAAP diluted EPS fell to $0.09 from $1.57 a year earlier, after product rationalization costs and other charges. The company also raised the midpoint of its adjusted EPS guidance, authorized a $150.0 million share repurchase program, and suspended its quarterly cash dividend, which matters to shareholders because it changes how cash is returned to them.
Q3 2025 sales were $337.9 million, up 6.7% as reported and 6.3% in constant currency.
GAAP diluted EPS was $0.09 versus $1.57 in Q3 2024; adjusted diluted EPS was $1.08 versus $1.05.
Full-year 2025 adjusted diluted EPS guidance is $4.48 to $4.53, compared with the prior $4.40 to $4.55.
Board authorized a $150.0 million buyback effective October 31, 2025 and suspended the quarterly dividend; at least $25.0 million in annual repurchases is expected from 2026.
CONMED Corporation's Board appointed Kim Kelderman as an independent non-employee director effective immediately, on September 8, 2025. He currently serves as President, Chief Executive Officer and a board member of Bio-Techne, and joins the Corporate Governance and Nominating and Strategy Committees.
Appointed to the Board on September 8, 2025, effective immediately, with seats on the Corporate Governance and Nominating Committee and the Strategy Committee.
Board determined he is independent under New York Stock Exchange requirements.
Received a prorated annual director equity grant valued at approximately $134,766, comprising 500 restricted stock units and options on 6,227 shares, vesting in full on September 8, 2026.
Has been President and CEO of Bio-Techne (NASDAQ: TECH) since February 2024.
CONMED reported second-quarter 2025 sales of $342.3 million, up 3.1% from a year earlier, while GAAP diluted earnings per share fell to $0.69 from $0.96. The company raised its full-year adjusted EPS outlook to $4.40 to $4.55 from $4.31 to $4.46, and narrowed its reported revenue range to $1.356 billion to $1.378 billion, but said tariffs are expected to reduce EPS by about $0.09 in the second half.
Q2 net sales $342.3 million, up 3.1% year over year; Single-use Products up 6.6%, Capital Products down 15.5%
Q2 GAAP diluted EPS $0.69 vs. $0.96; adjusted diluted EPS $1.15 vs. $0.98 in Q2 2024
Full-year adjusted diluted EPS guidance raised to $4.40 to $4.55 from $4.31 to $4.46
Updated guidance includes an estimated $0.09 negative EPS impact from recent tariff announcements in the second half of 2025
CONMED director Martha Aronson resigned from the board effective July 7, 2025, to become President and Chief Executive Officer of Merit Medical Systems, Inc. The filing states there were no disagreements between the company and Ms. Aronson. Shareholders should note a board seat is vacated, but the filing gives no replacement details or financial figures.
Martha Aronson resigned from the CONMED Board of Directors effective July 7, 2025.
Ms. Aronson is assuming the role of President and CEO at Merit Medical Systems, Inc.
The filing states there were no disagreements between the company and Ms. Aronson.
Ms. Aronson joined the CONMED Board in February 2016 and previously served as Chair of the Board.
CONMED Corporation and subsidiary Linvatec Nederland B.V. entered into an Eighth Amended and Restated Credit Agreement on June 10, 2025, with JPMorgan Chase Bank, N.A. as administrative agent. The agreement replaces the 2021 credit agreement, extends maturities to June 10, 2030, and makes several covenant changes, including a new minimum interest coverage ratio of 2.75 to 1.00.
Facilities total $750 million: a $550.0 million U.S. dollar revolver, a $100.0 million multicurrency revolver and a $100.0 million term loan.
On the closing date, CONMED drew $16.0 million on the revolvers to repay existing revolving borrowings in full.
Maturities extended to June 10, 2030; the fixed charge coverage covenant was removed and a minimum interest coverage ratio of not less than 2.75 to 1.00 was added.
Borrowings are secured by assets of CONMED and certain subsidiaries, and the filing notes a minimum liquidity covenant of at least $75 million plus early maturing debt tied to convertible notes.
At its annual meeting on May 20, 2025, CONMED stockholders approved the 2025 Long-Term Incentive Plan, elected eight directors, approved the advisory vote on executive pay, and ratified PricewaterhouseCoopers LLP as auditor for fiscal 2025. Separately, the board declared a quarterly cash dividend of $0.20 per share, payable July 3, 2025. These are routine annual-meeting matters, though the incentive plan drew 6,772,960 votes against.
Long-Term Incentive Plan approved: 22,019,458 for, 6,772,960 against, 25,103 abstain, 882,621 broker non-votes.
Advisory vote on named executive officer compensation passed: 27,902,248 for, 889,653 against.
PricewaterhouseCoopers LLP ratified as independent auditor for fiscal 2025: 27,675,330 for, 2,018,428 against.
Quarterly cash dividend of $0.20 per share declared May 19, 2025; payable July 3, 2025 to holders of record as of June 13, 2025.
Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.
Only material 8-Ks get a brief: results, deals, executive changes, restructuring, impairments, delisting notices, restatements, cybersecurity incidents and other disclosed events. Routine filings (vote results, exhibits only) are skipped. Every CONMED filing is on SEC EDGAR ↗. 8-K briefs of other companies →