Engine Capital adds to Orthofix (OFIX) stake with open-market buys

Rhea-AI Filing Summary

Orthofix Medical Inc. large shareholder entities associated with Engine Capital reported new open-market purchases of common stock. On February 24–25, 2026, Engine Capital, L.P. and Engine Lift Capital, LP bought a combined 137,858 shares at prices of $12.5455 and $12.9634 per share, all held indirectly. The filing also reports updated indirect holdings for Engine Jet Capital, L.P. Each of the listed Engine Capital entities and Arnaud Ajdler may be deemed part of a Section 13(d) group that collectively beneficially owns more than 10% of Orthofix’s common stock, while disclaiming beneficial ownership beyond their pecuniary interests.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Engine Capital Management, LP

(Last) (First) (Middle)

1345 AVENUE OF THE AMERICAS, 2ND FLOOR

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Orthofix Medical Inc. [ OFIX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/24/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock(1)	02/24/2026		P		117,076	A	$12.5455	3,663,133	I	By: Engine Capital, L.P.(2)
Common Stock(1)	02/24/2026		P		7,721	A	$12.5455	369,933	I	By: Engine Lift Capital, LP(4)
Common Stock(1)	02/25/2026		P		9,959	A	$12.9634	3,673,092	I	By: Engine Capital, L.P.(2)
Common Stock(1)	02/25/2026		P		3,102	A	$12.9634	373,035	I	By: Engine Lift Capital, LP(4)
Common Stock(1)								344,652	I	By: Engine Jet Capital, L.P.(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

Engine Capital Management, LP

(Last) (First) (Middle)

1345 AVENUE OF THE AMERICAS, 2ND FLOOR

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

ENGINE CAPITAL, L.P.

(Last) (First) (Middle)

1345 AVENUE OF THE AMERICAS, 2ND FLOOR

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Engine Jet Capital, L.P.

(Last) (First) (Middle)

1345 AVENUE OF THE AMERICAS, 2ND FLOOR

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Engine Lift Capital, LP

(Last) (First) (Middle)

1345 AVENUE OF THE AMERICAS, 2ND FLOOR

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Engine Investments, LLC

(Last) (First) (Middle)

1345 AVENUE OF THE AMERICAS, 2ND FLOOR

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Engine Investments II, LLC

(Last) (First) (Middle)

1345 AVENUE OF THE AMERICAS, 2ND FLOOR

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Engine Capital Management GP, LLC

(Last) (First) (Middle)

1345 AVENUE OF THE AMERICAS, 2ND FLOOR

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Ajdler Arnaud

(Last) (First) (Middle)

1345 AVENUE OF THE AMERICAS, 2ND FLOOR

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. This Form 4 is filed jointly by Engine Capital, L.P. ("Engine Capital"), Engine Jet Capital, L.P. ("Engine Jet"), Engine Lift Capital, LP ("Engine Lift"), Engine Capital Management, LP ("Engine Management"), Engine Capital Management GP, LLC ("Engine GP"), Engine Investments, LLC ("Engine Investments"), Engine Investments II, LLC ("Engine Investments II") and Arnaud Ajdler (collectively, the "Reporting Persons"). Each Reporting Person may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of common stock. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

2. Securities owned directly by Engine Capital. Engine Investments is the general partner of Engine Capital, Engine Management is the investment advisor of Engine Capital, Engine GP is the general partner of Engine Management, and Mr. Ajdler serves as the managing partner of Engine Management and the managing member of Engine GP and Engine Investments. As a result of these relationships, Engine Investments, Engine Management, Engine GP and Mr. Ajdler may be deemed to beneficially own the securities owned directly by Engine Capital.

3. Securities owned directly by Engine Jet. Engine Investments is the general partner of Engine Jet, Engine Management is the investment advisor of Engine Jet, Engine GP is the general partner of Engine Management, and Mr. Ajdler serves as the managing partner of Engine Management and the managing member of Engine GP and Engine Investments. As a result of these relationships, Engine Investments, Engine Management, Engine GP and Mr. Ajdler may be deemed to beneficially own the securities owned directly by Engine Jet.

4. Securities owned directly by Engine Lift. Engine Investments II is the general partner of Engine Lift, Engine Management is the investment advisor of Engine Lift, Engine GP is the general partner of Engine Management, and Mr. Ajdler serves as the managing partner of Engine Management and the managing member of Engine GP and Engine Investments II. As a result of these relationships, Engine Investments II, Engine Management, Engine GP and Mr. Ajdler may be deemed to beneficially own the securities owned directly by Engine Lift.

	Engine Capital Management, LP, By: Engine Capital Management GP, LLC, By: Arnaud Ajdler, Managing Member	02/26/2026
	Engine Capital, L.P., By: Engine Investments, LLC, By: Arnaud Ajdler, Managing Member	02/26/2026
	Engine Jet Capital, L.P., By: Engine Investments, LLC, By: Arnaud Ajdler, Managing Member	02/26/2026
	Engine Lift Capital, LP, By: Engine Investments II, LLC, By: Arnaud Ajdler, Managing Member	02/26/2026
	Engine Investments, LLC, By: Arnaud Ajdler, Managing Member	02/26/2026
	Engine Investments II, LLC, By: Arnaud Ajdler, Managing Member	02/26/2026
	Engine Capital Management GP, LLC, By: Arnaud Ajdler, Managing Member	02/26/2026
	/s/ Arnaud Ajdler	02/26/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider activity did Engine Capital report in Orthofix (OFIX)?

Entities associated with Engine Capital reported buying Orthofix common stock. They acquired 137,858 shares in open-market transactions on February 24–25, 2026, at prices of $12.5455 and $12.9634 per share, increasing their indirect ownership stakes in the company.

How many Orthofix (OFIX) shares did Engine Capital entities buy and at what prices?

Engine Capital entities bought 137,858 Orthofix common shares. The purchases occurred at per-share prices of $12.5455 and $12.9634 on February 24–25, 2026, through Engine Capital, L.P. and Engine Lift Capital, LP in open-market transactions reported as indirect ownership.

Which Engine Capital-related entities are involved in the Orthofix (OFIX) Form 4 filing?

The filing lists Engine Capital, L.P., Engine Jet Capital, L.P., Engine Lift Capital, LP, Engine Capital Management, LP, Engine Capital Management GP, LLC, Engine Investments, LLC, Engine Investments II, LLC, and Arnaud Ajdler as joint reporting persons forming a Section 13(d) group.

Is the Engine Capital position in Orthofix (OFIX) classified as indirect ownership?

Yes, the reported Orthofix holdings are classified as indirect. Shares are owned directly by funds such as Engine Capital, L.P., Engine Jet Capital, L.P., and Engine Lift Capital, LP, with control and pecuniary interests attributed through related general partners and management entities.

Does the Engine Capital group exceed 10% ownership in Orthofix (OFIX)?

The reporting persons may be deemed a Section 13(d) group that collectively beneficially owns more than 10% of Orthofix’s outstanding common stock. They also expressly disclaim beneficial ownership beyond the extent of their respective pecuniary interests in the reported securities.

What does Arnaud Ajdler’s role indicate in the Orthofix (OFIX) Form 4?

Arnaud Ajdler is identified as managing partner of Engine Capital Management and managing member of related general partner entities. Through these roles, he may be deemed to beneficially own securities held by Engine Capital funds, subject to the stated pecuniary-interest limitation disclaimer.