OFIX Form 4: Patrick Fisher sells 1,996 shares to cover RSU taxes

Rhea-AI Filing Summary

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.

Insights

Financial Analyst

TL;DR: Routine sell-to-cover of RSUs by an officer; transaction is non-discretionary and not materially dilutive.

The reported disposition of 1,996 shares at $14.21 per share reflects a standard sell-to-cover to satisfy tax withholding on settled restricted stock units. The filing specifies the sale was executed pursuant to a mandated sell-to-cover requirement and was made without the reporting person’s exercise of discretion, which reduces concerns about opportunistic timing. Beneficial ownership after the sale remains 30,116 shares, including a large RSU component (24,936) and 2,070 shares from the employee purchase plan. For investors this is a routine compensation-related sale and, based on the reported size relative to total holdings disclosed, appears immaterial to capital structure.

Corporate Governance Expert

TL;DR: Transaction follows company-approved compensation procedures; governance controls appear to have been applied.

The Form 4 discloses that the Compensation and Talent Development Committee approved and mandated the sell-to-cover requirement, indicating board-level oversight of executive equity settlements. The transaction was executed without discretion by the reporting person, and the form was filed and signed by an attorney-in-fact, demonstrating procedural compliance with Section 16 reporting requirements. This filing shows adherence to governance processes for insider equity settlements rather than discretionary insider selling.

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
Estimated average burden
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^*

Fisher Patrick

(Last) (First) (Middle)

3451 PLANO PARKWAY

(Street)

LEWISVILLE TX 75056

(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		10% Owner
X	Officer (give title below)		Other (specify below)
	President, Global Orthopedics

3. Date of Earliest Transaction (Month/Day/Year)
08/18/2025

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

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

X	Form filed by One Reporting Person
	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	08/18/2025		S(1)		1,996	D	$14.21	30,116(2)	D

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

Explanation of Responses:

1. Represents the number of shares of common stock sold to satisfy tax withholding obligations in connection with the settlement of restricted stock units, pursuant to a pre-existing sell-to-cover requirement previously approved and mandated by the Compensation and Talent Development Committee of the Company's Board of Directors (the administrator of the plan pursuant to which such restricted stock units were granted). Such sale was made without the exercise of any discretion by the reporting person.

2. Includes 24,936 previously reported restricted stock units and 2,070 shares acquired under Orthofix's Stock Purchase Plan on 4/30/2025.

	/s/ J. Andres Cedron, attorney-in-fact	08/20/2025
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Patrick Fisher (OFIX) report on 08/18/2025?

The filing reports a sale of 1,996 shares of Orthofix common stock on 08/18/2025 at a price of $14.21 per share to satisfy tax withholding on settled RSUs.

Why were the shares sold according to the Form 4 for OFIX?

The shares were sold pursuant to a pre-existing sell-to-cover requirement approved and mandated by the company’s Compensation and Talent Development Committee to satisfy tax withholding obligations from RSU settlement.

How many shares does Patrick Fisher beneficially own after the transaction?

After the reported transaction Fisher beneficially owns 30,116 shares, which include 24,936 previously reported restricted stock units and 2,070 shares acquired under the Stock Purchase Plan on 04/30/2025.

Was the sale executed at the reporting person’s discretion?

No. The Form 4 states the sale was made without the exercise of any discretion by the reporting person.

Who signed the Form 4 and when was it signed?

The Form 4 was signed by J. Andres Cedron, attorney-in-fact on 08/20/2025.