Orthofix Med Inc SEC Filings

Orthofix Medical Inc. (OFIX) furnished an update on its business by announcing third‑quarter results for the period ended September 30, 2025 via a press release attached as Exhibit 99.1. The company also furnished an investor relations presentation as Exhibit 99.2. These materials were furnished under Items 2.02 and 7.01 and are not deemed “filed.”

The update outlines non‑GAAP frameworks used by management, including constant currency, free cash flow, adjusted gross profit/margin, adjusted net income (loss), adjusted operating and non‑operating expenses, EBITDA and adjusted EBITDA. It also notes a long‑term normalized effective tax rate assumption of 28% for 2024 and 2025 and lists typical adjustments such as share‑based compensation, merger and restructuring costs, and items related to the discontinued M6 artificial disc product lines.

Juniper-affiliated investors reported a collective 7.2% beneficial stake in Orthofix Medical Inc. The Schedule 13D/A shows Juniper Targeted Opportunity Fund, Juniper Targeted Opportunities and Juniper Multi-Strategy together hold 2,845,106 common shares, calculated against 39,494,265 outstanding shares as of the July 31, 2025 record date. Juniper Targeted Opportunity Fund purchased 457,680 shares for approximately $6,357,158 between May 9, 2025 and September 25, 2025, and Juniper Multi-Strategy purchased 18,926 shares for approximately $220,256 between May 8, 2025 and June 17, 2025, all in the open market. The filing states no other contracts or arrangements regarding the shares and disclaims broader third-party rights to dividends or proceeds.

Orthofix Medical Inc. (OFIX) insider transaction: On 08/18/2025 Patrick Fisher, President, Global Orthopedics, sold 1,996 shares of common stock at $14.21 per share to satisfy tax withholding obligations arising from the settlement of restricted stock units. The sale was a pre-existing sell-to-cover action mandated by the Compensation and Talent Development Committee and executed without the reporting person’s discretion. Following the transaction Fisher beneficially owns 30,116 shares, which include 24,936 previously reported restricted stock units and 2,070 shares purchased under the company’s Stock Purchase Plan on 04/30/2025. The Form 4 was signed by an attorney-in-fact on 08/20/2025.

Armistice Capital, LLC and Steven Boyd filed an amended Schedule 13G reporting shared voting and dispositive power over 2,978,000 shares of Orthofix Medical Inc. common stock, equal to 7.54% of the class based on 39,494,265 shares outstanding. Armistice Capital is the investment manager of Armistice Capital Master Fund Ltd., the direct holder of the shares, and Mr. Boyd is the managing member of Armistice Capital. The filing states the securities are held in the ordinary course of business and not for the purpose of changing or influencing control of the issuer.

Orthofix Medical Inc. (Nasdaq: OFIX) filed an 8-K on 5 Aug 2025 to furnish, rather than file, its second-quarter 2025 earnings press release (Ex. 99.1) and an investor-relations slide deck (Ex. 99.2). The core 8-K text contains no quantitative results; all GAAP and non-GAAP figures must be obtained from the attached exhibits.

The company reiterates its extensive suite of non-GAAP metrics—constant-currency sales, free cash flow, adjusted gross profit/margin, adjusted operating & non-operating expenses, EBITDA and adjusted EBITDA—and enumerates the permitted adjustments such as share-based compensation, SeaSpine merger costs, litigation, succession charges and M6 product-line restructuring. Management argues these measures enhance period-over-period comparability, yet acknowledges their analytical limitations and provides GAAP reconciliations in the exhibits.

No guidance, outlook or numerical performance data appear in the filing itself; therefore the market impact will depend on figures contained in Exhibit 99.1.

Michael Finegan, Director at Orthofix Medical, reported acquiring 26,087 deferred stock units (DSUs) on June 18, 2025. The DSUs were granted at $0 and will fully vest on the first anniversary of the grant date, contingent on Finegan's continued service.

Following this transaction, Finegan beneficially owns a total of 57,391 securities, which includes:

• 26,087 newly granted DSUs
• 29,718 previously reported DSUs
• 1,586 shares acquired through Orthofix's Stock Purchase Plan on April 30, 2025

The DSUs represent a contingent right to receive one share of common stock each, with settlement occurring within 45 days of Finegan's termination of service with Orthofix. This Form 4 filing was submitted by attorney-in-fact J. Andres Cedron on June 23, 2025.

Orthofix Medical Inc. (OFIX) – Form 4 Insider Activity

Director Michael E. Paolucci filed a Form 4 reporting the grant of 18,841 deferred stock units (DSUs) on 06/18/2025. The transaction is coded “A,” indicating an acquisition from the issuer at $0 cost as part of equity compensation. Each DSU converts into one share of common stock and vests 100 % on the first anniversary of the grant, subject to continued board service. Vested units will be settled in common shares within 45 days after the director’s service ends.

After the award, Paolucci’s total reported beneficial ownership is 86,948 OFIX shares, which now comprises:

• 54,700 previously reported DSUs
• 1,341 shares purchased through the company’s Stock Purchase Plan on 10/31/2024
• The newly granted 18,841 DSUs

The filing shows no dispositions or sales and does not involve derivative securities other than the DSUs described. No exercise price, expiration, or cash outflow is associated with the grant. The form was signed by attorney-in-fact Geoffrey Gillespie on 06/23/2025.

Because the transaction is a routine equity award to a non-employee director, it does not directly alter Orthofix’s financial position. However, it modestly increases insider ownership, which some investors view as an indicator of alignment between the board and shareholders.