CONMED (NYSE: CNMD) hires John Gallagher as CFO with equity-heavy pay
Rhea-AI Filing Summary
CONMED Corporation has appointed John E. Gallagher as Executive Vice President and Chief Financial Officer, effective July 15, 2026. He will also serve as principal financial and principal accounting officer, succeeding prior CFO leadership while former CFO Todd Garner remains in an advisory role through November 2, 2026.
Gallagher brings nearly three decades of finance experience from Certara, Cue Health, Becton Dickinson, General Electric and Ford. His compensation includes a $650,000 base salary, a target annual bonus at 85% of salary, equity grants under CONMED’s 2025 Long-Term Incentive Plan and a make-whole RSU award.
The agreement provides severance protection under the Executive Severance Plan, with higher cash multipliers and benefits if termination without cause or resignation for good reason occurs within two years after a change in control. Interim finance leaders Patrick Beyer and Kimberly Lockwood revert to their prior roles once Gallagher starts.
Positive
- None.
Negative
- None.
Insights
CONMED installs an experienced external CFO with a structured pay and severance package.
CONMED Corporation is making a planned leadership transition by appointing John E. Gallagher as CFO, principal financial officer and principal accounting officer effective July 15, 2026. He offers extensive healthcare and public company finance experience from roles at Certara, Cue Health and Becton Dickinson.
The compensation package combines a $650,000 base salary, an annual cash bonus targeted at 85% of salary and multiple equity components under the 2025 Long-Term Incentive Plan, plus a make-whole RSU grant. This mix emphasizes variable and equity-based pay aligned with company performance metrics.
Severance terms include 1.5x salary and bonus averages for certain terminations, rising to 2.5x within two years after a change in control, alongside COBRA health coverage. These protections are typical for senior executives and may help retain the CFO through strategic cycles, while adding defined potential cash obligations for the company.
8-K Event Classification
Key Figures
Key Terms
performance stock units financial
Change in Control financial
COBRA financial
parachute payments financial
Section 280G of the Internal Revenue Code financial
Executive Severance Plan financial
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation or organization) |
(Commission File Number) | (I.R.S. Employer Identification No.) |
| (Address of principal executive offices) | (Zip code) |
(
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions (See General Instruction A.2 below):
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Rule 12(b) of the Act
| Title of each class | Trading Symbol | Name of each exchange on which registered | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On June 17, 2026, CONMED Corporation (the “Company”) announced that John E. Gallagher has been appointed to serve as the Company’s Executive Vice President, Chief Financial Officer beginning July 15, 2026 (the “Effective Date”). Mr. Gallagher will also be the Company’s principal financial officer and principal accounting officer.
Mr. Gallagher, age 53, will join the Company from Certara, Inc., a publicly traded pharmaceutical technology and services company, where he has served as Chief Financial Officer since April 2023. Prior to joining Certara, Mr. Gallagher served as Chief Financial Officer of Cue Health Inc., a publicly traded healthcare technology company, from 2021 to 2023. Prior to Cue Health, Mr. Gallagher served as Senior Vice President, CFO of the Medical Segment and Treasurer of Becton, Dickinson & Co., a multinational medical technology company. Mr. Gallagher joined Becton Dickinson in 2012 as Corporate Treasurer and also served as Chief Accounting Officer during his time there. Prior to joining Becton Dickinson, Mr. Gallagher served in a variety of finance leadership positions at NBC Universal, General Electric Company and Ford Motor Company. Mr. Gallagher received his MBA from the Joseph M. Katz Graduate School of Business at the University of Pittsburgh and a B.S. in Finance from Clemson University.
There are no arrangements or understandings between Mr. Gallagher and any other person pursuant to which he was appointed as Chief Financial Officer. There are no family relationships between Mr. Gallagher and any director or officer of the Company, nor does Mr. Gallagher have any direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
In connection with his appointment, Mr. Gallagher and the Company entered into a letter agreement that sets forth the terms and conditions of his employment (the “Letter Agreement”). Mr. Gallagher’s annual base salary will be $650,000, and he will be eligible for an annual cash bonus targeted at 85% of his base salary, subject to achievement of certain performance metrics. The Letter Agreement also provides for grants to Mr. Gallagher on the Effective Date pursuant to the Company’s 2025 Long-Term Incentive Plan (the “2025 Long-Term Incentive Plan”) of (a) (i) options to purchase common shares of the Company with a grant value of $575,000, (ii) restricted stock units with grant value of $1,150,000 and (iii) performance stock units with a grant value of $575,000 and (b) restricted stock units with a grant value of $1,500,000, subject to the approval of the Company’s Compensation Committee, as a make-whole in connection with certain equity awards forfeited from a prior employer. In addition, Mr. Gallagher will receive a one-time cash bonus payment of $34,750 if he remains employed by the Company on December 31, 2026.
Mr. Gallagher will also participate in the CONMED Corporation Executive Severance Plan (the “Severance Plan”). Under the Severance Plan, if Mr. Gallagher is terminated by the Company other than for Cause (as defined in the Severance Plan) prior to, or more than two years following, a Change in Control (as defined in the Severance Plan) and signs a customary release of claims, Mr. Gallagher will receive: (i) a lump sum cash payment equal to 1.5 times his base salary; (ii) a lump sum cash payment equal to 1.5 times the average of his Annual Incentive Awards (as defined in the Severance Plan) earned for the two completed fiscal years immediately preceding the year of termination; and (iii) continued participation in the Company’s group health plans for the maximum period permitted under COBRA. If, during the two-year period following a Change in Control, Mr. Gallagher is terminated by the Company other than for Cause or Mr. Gallagher resigns for Good Reason (as defined in the Severance Plan) and signs a customary release of claims, Mr. Gallagher will receive: (i) a lump sum cash payment equal to 2.5 times his base salary; (ii) a lump sum cash payment equal to 2.5 times the average of his Annual Incentive Awards earned for the three completed fiscal years immediately preceding the year of termination; and (iii) continued participation in the Company’s group health plans for the maximum period permitted under COBRA. In the event that any payments or benefits payable to Mr. Gallagher would constitute “parachute payments” within the meaning of Section 280G of the Internal Revenue Code (the “Code”) and would be subject to the excise tax imposed by Section 4999 of the Code, such payments and benefits will be either delivered in full or reduced to the lesser extent that would result in no portion being subject to such excise tax, whichever results in the greater after-tax benefit to Mr. Gallagher.
The foregoing description of the Letter Agreement is not complete and is qualified in its entirety by reference to the full text of the Letter Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Upon the Effective Date, Patrick Beyer will cease to be the Company’s Interim Principal Financial Officer, but he will continue to serve as the Company’s President and Chief Executive Officer. In addition, Kimberly Lockwood will cease to be the Company’s Interim Principal Accounting Officer, but she will remain Interim Corporate Controller and Senior Director, Financial Reporting and Controls.
1
| Item 7.01 | Regulation FD Disclosure. |
On June 17, 2026, the Company issued a press release announcing the matters described above, a copy of which is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information furnished herewith pursuant to Item 7.01 of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit Number | Description | |
| 10.1 | Letter Agreement, dated May 28, 2026, by and between the Company and John E. Gallagher. | |
| 99.1 | Press Release issued by CONMED Corporation dated June 17, 2026. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
2
Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: June 17, 2026 | CONMED CORPORATION | |
| (Registrant) | ||
| By: | /s/ Patrick Beyer | |
| Name: | Patrick Beyer | |
| Title: | President and Chief Executive Officer and Interim Principal Financial Officer | |
3
Exhibit 99.1
| NEWS RELEASE | |
| CONTACT: | |
| CONMED Corporation | |
| Dalton Henry | |
| Investor Relations Analyst | |
| IR@conmed.com |
CONMED Corporation Appoints John E. Gallagher as Chief Financial Officer
Largo, Fla. – June 17, 2026 – CONMED Corporation (NYSE: CNMD) today announced the appointment of John E. Gallagher as Chief Financial Officer (“CFO”), effective July 15, 2026. Mr. Gallagher succeeds Todd Garner, who remains with the Company in an advisory capacity through November 2, 2026.
“We are pleased to welcome a talented and experienced financial executive of John’s caliber to CONMED,” said Patrick J. Beyer, CONMED’s President and Chief Executive Officer. “John brings deep healthcare and medical technology experience, an extensive history of public company leadership, and a proven track record of leading global finance organizations and supporting complex strategic initiatives. His combination of industry expertise, financial leadership, and operational partnership experience make him exceptionally well-positioned to help CONMED execute its strategic priorities. I am excited to work alongside John as we focus on our strategic priorities, delivering strong execution, and creating long-term value for our shareholders.”
Mr. Gallagher brings nearly three decades of financial experience to CONMED, leading corporate finance, treasury, investor relations, financial planning and analysis, accounting, business performance management, and capital markets activities across public healthcare and industrial companies. Most recently, he served as CFO of Certara, Inc., a publicly traded pharmaceutical technology and services company, beginning in 2023. Prior to Certara, he served as CFO of Cue Health Inc., a healthcare technology company, from 2021 to 2023. Mr. Gallagher previously worked for Becton, Dickinson & Co. (“BD”), where he served in multiple roles over the course of 9 years. Upon joining BD in 2012, Mr. Gallagher was named Corporate Treasurer, a role he held throughout his tenure at the company. He was also responsible for corporate finance, including leading FP&A, and was Controller/Chief Accounting Officer during two transformative acquisitions. In 2018, he was promoted to Senior Vice President and CFO of BD’s Medical Segment, the company’s largest segment, where he partnered with leadership to drive growth, profitability, and operational performance across a global medical technology portfolio. Prior to BD, he served in various finance leadership roles at General Electric Company and Ford Motor Company. Mr. Gallagher received his MBA from the Joseph M. Katz Graduate School of Business at the University of Pittsburgh and a B.S. in Finance from Clemson University.
“I am excited to join CONMED and look forward to working closely with Pat and the rest of the CONMED team to further enhance the Company’s operating and financial performance,” said John Gallagher. “CONMED has built a differentiated portfolio in high-growth surgical categories, and I look forward to partnering with Pat and the team to drive the next chapter of value creation for our shareholders.”
About CONMED Corporation
CONMED is a medical technology company that provides devices and equipment for surgical procedures. The Company’s products are used by surgeons and other healthcare professionals in a variety of specialties including orthopedics, general surgery, gynecology, and thoracic surgery. For more information, visit www.conmed.com.
Forward-Looking Statements
This press release may contain forward-looking statements based on certain assumptions and contingencies that involve risks and uncertainties, which could cause actual results, performance, or trends to differ materially from those expressed in the forward-looking statements herein or in previous disclosures. For example, in addition to general industry and economic conditions, factors that could cause actual results to differ materially from those in the forward-looking statements may include, but are not limited to the risk factors discussed in the Company’s Annual Report on Form 10-K for the full year ended December 31, 2025, listed under the heading Forward-Looking Statements in the Company’s most recently filed Form 10-Q and other risks and uncertainties, which may be detailed from time to time in reports filed by CONMED with the SEC. Any and all forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and relate to the Company’s performance on a going-forward basis. The Company believes that all forward-looking statements made by it have a reasonable basis, but there can be no assurance that management’s expectations, beliefs or projections as expressed in the forward-looking statements will actually occur or prove to be correct.