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Stryker elects James E. Davis to board effective 2027

Davis will receive compensation consistent with Stryker’s other non-employee directors; he had not been appointed to a board committee at the time of the report.

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Form Type
8-K

Rhea-AI Filing Summary

Stryker Corporation increased its authorized board size from 11 to 12 directors and elected James E. Davis to fill the vacancy, effective January 1, 2027. A November 9 press release described Davis as a nominee for election. He is chairman, CEO and president of Quest Diagnostics; Stryker said he had not been appointed to a board committee at the time of the report.

Davis will receive compensation consistent with Stryker’s other non-employee directors, as described in its 2026 proxy statement. Stryker also said it will enter into its form of director indemnification agreement with him. He has served as Quest Diagnostics’ CEO and president since November 2022 and became its chairman in April 2023.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Authorized directors before increase 11 directors Stryker board size
Authorized directors after increase 12 directors Stryker board size
Davis became Quest Diagnostics chairman April 2023 Davis’s role at Quest Diagnostics
authorized directors regulatory
"increased the number of authorized directors from 11 to 12"
non-employee directors regulatory
"consistent with the Company’s other non-employee directors"
Non-employee directors are board members who do not work for the company as salaried employees and usually do not hold day-to-day management roles. They act like outside referees or independent coaches, providing oversight, asking tough questions, and protecting shareholders’ interests; investors care because these directors help ensure management is accountable, reduce conflicts of interest, and influence decisions that affect company strategy and long-term value.
indemnification agreement regulatory
"form of indemnification agreement for directors"
An indemnification agreement is a contract in which one party promises to cover losses, costs, or legal claims that another party might face, acting like a tailored safety net or private insurance policy. For investors, it matters because such agreements shift potential financial risk away from a company or its officers and onto the indemnifier, which can affect a company’s future liabilities, cash flow and how risky the investment appears during deal-making or litigation.

FAQ

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When does James E. Davis join Stryker’s board?

James E. Davis’s election to Stryker’s board is effective January 1, 2027. He was elected to fill the vacancy created when the board increased its authorized size from 11 to 12 directors.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 3, 2026

 

 

 

LOGO

Stryker Corporation

(Exact name of Registrant as Specified in Its Charter)

 

 

 

Michigan   001-13149   38-1239739
(State or Other Jurisdiction
of Incorporation)
 

(Commission

File Number)

  (IRS Employer
Identification No.)

 

1941 Stryker Way
Portage, Michigan
  49002
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s Telephone Number, Including Area Code: (269) 385-2600

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐

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 Section 12(b) of the Act:

 

Title of each class

 

Trading
Symbol(s)

 

Name of each exchange

on which registered

Common Stock, $.10 Par Value   SYK   New York Stock Exchange
2.125% Notes due 2027   SYK27   New York Stock Exchange
3.375% Notes due 2028   SYK28   New York Stock Exchange
0.750% Notes due 2029   SYK29   New York Stock Exchange
2.625% Notes due 2030   SYK30   New York Stock Exchange
1.000% Notes due 2031   SYK31   New York Stock Exchange
3.375% Notes due 2032   SYK32   New York Stock Exchange
3.625% Notes due 2036   SYK36   New York Stock Exchange

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 November 3, 2026, the Board of Directors of Stryker Corporation (the “Company”) increased the number of authorized directors from 11 to 12 and elected James E. Davis to fill the resulting vacancy. Mr. Davis’s election will become effective on January 1, 2027, and he has not been appointed to any committee of the Board at this time.

Mr. Davis has been CEO and President of Quest Diagnostics (“Quest”) since November 2022 and assumed the role of Chairman of the Quest Board in April 2023. Mr. Davis joined Quest in 2013 as Senior Vice President, Diagnostic Services and was named Senior Vice President, Operations in February 2014. Before joining Quest, he served as CEO of InSightec, Inc., a global medical device company. Prior to that, Mr. Davis spent two decades in senior management roles across General Electric’s healthcare and aviation businesses, including five years leading General Electric’s MRI business. Before General Electric, Mr. Davis led the development of strategic and operating initiatives for clients of McKinsey & Company, Inc.

Mr. Davis will be compensated for his services consistent with the Company’s other non-employee directors, as described in the Company’s proxy statement for its 2026 annual meeting of stockholders filed with the Securities and Exchange Commission (the “SEC”) on March 23, 2026. In connection with his election to the Company’s Board of Directors, the Company will enter into the form of indemnification agreement for directors, a copy of which is filed as Exhibit 10(xxviii) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025 filed with the SEC on February 11, 2026, with Mr. Davis.

 

Item 7.01

Regulation FD Disclosure.

On November 9, 2026, the Company issued a press release announcing the election of Mr. Davis as a director as described in Item 5.02 above, which is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information contained in 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, or otherwise subject to the liabilities of that section. The information contained in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be incorporated by reference into any filing of the Company, whether made before, on, or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing.

 

Item 9.01

Financial Statements and Exhibits.

 

(d)    Exhibits
  

99.1  Press Release dated November 9, 2026.

  

104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL

 


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.

 

    STRYKER CORPORATION
    (Registrant)
Dated: November 9, 2026     By:  

/s/ Tina S. French

    Name:   Tina S. French
    Title:   Corporate Secretary

Exhibit 99.1

 

LOGO

1941 Stryker Way

Portage, MI 49002

 

www.stryker.com    November 9, 2026

Press release

Stryker announces intention to nominate Jim Davis to board of directors

PORTAGE, Mich. – Nov. 9, 2026 – Stryker (NYSE:SYK) announced that its board of directors has nominated Jim Davis for election to the company’s board, effective Jan. 1, 2027.

Jim serves as Chairman, CEO and President of Quest Diagnostics. He brings extensive leadership experience across healthcare, medical technology and global operations.

Before joining Quest, Jim served as CEO of InSightec, Inc., a global medical device company. Prior to that, he spent two decades in senior management roles across General Electric’s healthcare and aviation businesses, including five years leading GE’s MRI business. Before GE, Jim led the development of strategic and operating initiatives for clients of McKinsey & Company, Inc.

Jim holds a master’s degree in management from the MIT Sloan School of Management, a master’s degree in science from MIT and a bachelor’s degree in aeronautical engineering from the University of Michigan.

“We are pleased to have Jim as a nominee for our board,” said Kevin Lobo, Chair and CEO, Stryker. “His deep healthcare experience, operational leadership and understanding of medical technology will be a strong addition as we continue to advance Stryker’s strategy and mission.”

About Stryker

Stryker is a global leader in medical technologies and, together with our customers, we are driven to make healthcare better. We offer innovative products and services in MedSurg, Neurotechnology and Orthopaedics that help improve patient and healthcare outcomes. Alongside our customers around the world, we impact more than 150 million patients annually. More information is available at www.stryker.com.

Contacts

For investor inquiries:

Nick Mead, Vice President, Investor Relations at 269-385-2600 or nick.mead@stryker.com

For media inquiries:

Kim Montagnino, Vice President, Chief Communications Officer at 269-385-2600 or kim.montagnino@stryker.com

Filing Exhibits & Attachments

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