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New Teleflex (NYSE: TFX) CEO to lead amid $1B buyback and debt plan

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(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Teleflex Incorporated appointed Jason Weidman as its new President and Chief Executive Officer, effective June 8, 2026, succeeding interim CEO Stuart Randle, who will remain on the Board. The Board also expects to appoint Mr. Weidman as a director when he starts.

Mr. Weidman joins from Medtronic, where over nearly two decades he led large coronary, renal denervation, aortic, peripheral and venous businesses and oversaw global growth, product launches and acquisitions. His compensation package includes a $1 million base salary, a target annual bonus equal to 125% of salary and a $7 million annual equity award target beginning in 2027.

The offer includes a $7 million sign-on restricted stock grant and $1 million in stock options with multi‑year vesting, an up to $800,000 cash payment to replace forfeited incentives, relocation benefits and robust severance and change‑of‑control protections. In the company’s accompanying statement, the Chair highlighted Teleflex’s focus on core interventional and critical care markets and referenced an intended $1 billion share buyback and $800 million debt paydown following the close of pending sale transactions.

Positive

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Insights

Teleflex installs an experienced medtech leader as CEO alongside sizable capital plans.

Teleflex is bringing in Jason Weidman, a long‑tenured Medtronic executive with responsibility for multi‑billion‑dollar vascular businesses. That background aligns with Teleflex’s focus on interventional, critical care and high acuity hospital markets described in the announcement.

The compensation structure combines a $1 million salary, performance‑linked cash bonus and large, multi‑year equity grants, tying much of his upside to share performance and retention. Generous severance and change‑of‑control terms, including up to 36 months of salary and bonus multiples, are consistent with market practice for large medtech CEOs.

The Chair’s comments referencing an intended $1 billion share buyback and $800 million debt paydown after closing sale transactions point to a planned balance‑sheet reshaping and capital return. The overall impact will depend on the scale of divestitures and execution under new leadership, which future company communications may clarify.

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 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
CEO base salary $1 million per year Annual base salary for Jason Weidman under Offer Letter
Target annual bonus 125% of base salary Target cash bonus opportunity for CEO, 2026 prorated at least at target
Annual equity award target $7 million Target yearly equity awards for CEO beginning in 2027
Sign-on restricted stock $7 million grant-date value Vests in four substantially equal annual installments, service-based
Sign-on stock options $1 million grant-date value Vests in three substantially equal annual installments, service-based
Make-whole cash payment Up to $800,000 Payable December 31, 2026 to replace forfeited prior incentives
Intended share buyback $1 billion Referenced as planned repurchase following close of sale transactions
Planned debt paydown $800 million Referenced as intended debt reduction after closing sale transactions
Senior Executive Officer Severance Agreement financial
"The Offer Letter includes a Senior Executive Officer Severance Agreement and an Executive Change of Control Agreement..."
Executive Change of Control Agreement financial
"The Offer Letter includes a Senior Executive Officer Severance Agreement and an Executive Change of Control Agreement..."
change in control financial
"upon a termination by the Company without cause or a resignation for good reason in connection with a change in control..."
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
restricted stock financial
"a sign-on restricted stock grant with a grant date fair value of $7 million..."
Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.
Deferred Compensation Plan financial
"employer contributions that he would have been credited... under the Company’s Deferred Compensation Plan..."
A deferred compensation plan is an arrangement where an employer agrees to pay part of an employee’s pay or bonus at a later date instead of immediately, often to reduce current tax bills or to tie rewards to long-term performance. For investors it matters because these promises create future cash obligations and influence executive incentives and retention; they can affect a company’s reported liabilities, cash flow planning and the risk profile if the business faces financial trouble.
non-compete financial
"he will be subject to non-compete and non-solicitation of customer obligations for 24 months after termination."
A non-compete is a contract clause that prevents an employee, executive, or seller from working for or starting a rival business for a set time and area after leaving a company. It matters to investors because it protects the value of intellectual property, customer relationships and key personnel—like putting a temporary fence around a company’s customers and know‑how—while also creating legal and operational constraints that can affect talent mobility and deal attractiveness.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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) April 28, 2026

TELEFLEX INCORPORATED
(Exact name of Registrant as Specified in Its Charter)
Delaware1-535323-1147939
(State or Other Jurisdiction
of Incorporation or Organization)
(Commission File Number)
(IRS Employer
Identification No.)
550 E. Swedesford Rd., Suite 400Wayne,PA19087
(Address of Principal Executive Offices)(Zip Code)
Registrant’s Telephone Number, Including Area Code(610)225-6800
Not applicable
(Former Name or Former Address, If Changed Since Last Report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $1 per shareTFXNew York Stock Exchange


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))

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 April 30, 2026, Teleflex Incorporated (the “Company”) announced the appointment of Jason Weidman as the Company’s President and Chief Executive Officer, effective as of June 8, 2026 (the “Start Date”), replacing interim President and Chief Executive Officer Stuart A. Randle at that time. The Company’s Board of Directors (the “Board”) expects to appoint Mr. Weidman as a director effective as of the Start Date. Mr. Randle will continue as a member of the Board.

Mr. Weidman, 51, joins the Company from Medtronic plc, a global healthcare technology company (“Medtronic”), where he held a number of senior leadership roles from 2006 to 2026. Most recently, Mr. Weidman held the roles of SVP and President, Coronary & Renal Denervation and SVP and President, Aortic, Peripheral and Venous, pursuant to which he spearheaded strategic product innovations and market development initiatives in coronary and peripheral vascular markets. Prior to Medtronic, Mr. Weidman held roles at Thoratec Corporation. Mr. Weidman received an MBA in Health Care Management from the Wharton School at the University of Pennsylvania, an MS in Mechanical Engineering with a concentration in Biomechanics from Stanford University and a BSE in Mechanical Engineering from the University of Michigan.

Mr. Weidman does not have any family relationships with any executive officer or director of the Company. There are no arrangements or understandings with the Company, or any other persons, under which Mr. Weidman was elected to serve as an officer or director of the Company. In addition, he is not party to any transaction requiring disclosure under Item 404(a) of Regulation S-K of the Securities and Exchange Act of 1934, as amended.

Offer Letter with Mr. Weidman

In connection with Mr. Weidman’s appointment as President and Chief Executive Officer, the Company and Mr. Weidman entered into an offer letter, dated April 26, 2026 (the “Offer Letter”). The Offer Letter provides for an annual base salary of $1 million, a target annual cash bonus of 125% of annual base salary (for 2026, paid at no less than prorated target), an annual equity award target of $7 million (beginning in 2027) and participation in employee benefit plans. Additionally, the Offer Letter provides for a sign-on restricted stock grant with a grant date fair value of $7 million (vesting in substantially equal installments on each of the first four anniversaries of the grant date) and a grant of stock options with a grant date fair value of $1 million (vesting in substantially equal installments on each of the first three anniversaries of the grant date). Vesting is subject to Mr. Weidman’s continued service through the applicable vesting date, except in the case of certain terminations. Mr. Weidman is also eligible to receive (a) a cash payment of up to $800,000 payable on December 31, 2026 to replace forfeited incentive compensation from his prior employer; (b) relocation benefits, including temporary housing and rental car reimbursement for up to 12 months, reimbursement of travel expenses, primary home relocation cost reimbursements with tax equalization payments and up to $15,000 in other expenses; and (c) reimbursement of certain legal fees. If Mr. Weidman’s employment terminates for any reason other than his resignation for good reason or a termination by the Company without cause within three years after his start date, Mr. Weidman is obligated to repay all relocation benefits.

The Offer Letter includes a Senior Executive Officer Severance Agreement and an Executive Change of Control Agreement, in each case, substantially consistent with the Company’s standard form of agreements. Pursuant to the Senior Executive Officer Severance Agreement, upon a termination by the Company without cause or a resignation for good reason not in connection with a change in control (as all such terms are defined in the agreement), subject to signing a release of claims and complying with restrictive covenants, Mr. Weidman would be eligible to receive: payment in a lump sum of his cash bonus for the year prior to termination to the extent unpaid and a prorated cash bonus for the year of termination if he has worked at least six months of such year; continued base salary for 24 months following termination (the “Severance Period”); continued vehicle allowance during the Severance Period; reimbursement of outplacement services of up to $20,000; continued group health plan coverage for Mr. Weidman and his eligible dependents, at active employee rates, until the earlier of the end of the Severance Period or until he is eligible for such benefits in connection with future employment; and comparable life and accident insurance to that which he last elected to receive while employed by the Company, at active employee rates, until the earlier of the end of the Severance Period or until he is eligible for such benefits in connection with future employment. Pursuant to the Executive Change of Control Agreement, upon a termination by the Company



without cause or a resignation for good reason in connection with a change in control (as all such terms are defined in the agreement), subject to signing a release of claims, Mr. Weidman would be eligible to receive the same benefits (other than life and accident insurance) except that the Severance Period would be 36 months, and in addition be eligible to receive the following: if no bonus was awarded to him for the year prior to termination, a lump sum cash payment equal to his target bonus amount; a lump sum cash payment equal to 300% of the target bonus for the year of termination; employer contributions that he would have been credited for the year of termination (or, if higher, the year in which the change of control occurs) under the Company’s Deferred Compensation Plan if he participates in such plan; and acceleration of all unvested Company stock options and restricted stock.

Mr. Weidman is subject to a non-solicitation of employees covenant for 24 months after termination and perpetual confidentiality obligations, and Mr. Weidman and the Company are subject to mutual non-disparagement obligations. Further, after Mr. Weidman relocates to the Company’s headquarters in Wayne, Pennsylvania, he will be subject to non-compete and non-solicitation of customer obligations for 24 months after termination.

The foregoing transition matters were also announced in the Company’s press release dated April 30, 2026, which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

99.1 Press Release, dated April 30, 2026
104 The Cover Page from this Current Report on Form 8-K, formatted in Inline XBRL





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: April 30, 2026
TELEFLEX INCORPORATED


By: /s/ Daniel V. Logue
Name: Daniel V. Logue
Title: Corporate Vice President, General Counsel and Secretary




Exhibit 99.1

tfxlogo.jpg


Teleflex Appoints Jason Weidman as President and CEO

Proven Industry Leader to Guide Company’s Next Chapter of Growth and Value Creation

WAYNE, Pa., April 30, 2026 – Teleflex Incorporated (NYSE: TFX) today announced that Jason Weidman has been appointed President and Chief Executive Officer, effective June 8, 2026. He will succeed Stuart Randle, who has been serving as Interim President and CEO since January 2026 and will continue as a member of Teleflex’s Board of Directors. Mr. Weidman is expected to join the Teleflex Board when he assumes his role as President and CEO.

Mr. Weidman is a proven medical technology leader with over 25 years of industry experience and a strong track record of building and scaling businesses globally. He joins Teleflex from Medtronic plc, where he held a number of senior leadership roles over nearly two decades, most recently serving as SVP and President, Coronary & Renal Denervation, and SVP and President, Aortic, Peripheral and Venous. In these positions, he oversaw significant growth and global expansion of multi-billion dollar revenue operating units, including the successful launch of key innovations and acquisitions.

“We’re thrilled to welcome Jason to Teleflex. Following the completion of the divestitures, Teleflex will be a fundamentally transformed company, with a portfolio focused on our core interventional, critical care and high acuity hospital markets,” said Dr. Stephen Klasko, Teleflex’s Chairman of the Board. “Jason’s medical technology expertise is closely aligned with our focused product portfolio, and his track record of driving growth, advancing product innovations and expanding global markets make him an ideal candidate to lead Teleflex’s go-forward strategy. With attractive, high-growth end markets, what will be a significantly enhanced capital structure from our intended $1 billion share buyback and $800 million debt paydown following the close of the sale transactions and an experienced and driven leadership team, we believe Teleflex will be an incredibly compelling growth story.”

“It’s an honor for me to join Teleflex at such an important inflection point and to help lead the Company into its next phase of growth,” said Mr. Weidman. “Having spent my entire career in the medical technology industry, I see a clear opportunity for Teleflex to build on its strong foundation and commitment to innovation, further shaping the future of healthcare while advancing our purpose of improving the health and quality of people’s lives.”

Dr. Klasko added, “I also want to thank Stuart for his leadership over the past four months. The Board and I are grateful for his contributions and value his continued insights and guidance as a member of our Board.”

About Jason Weidman

Mr. Weidman brings over 25 years of experience in the medical device industry. He held key leadership roles at Medtronic from 2006 – 2026, including his most recent roles of SVP and President, Coronary & Renal Denervation and SVP and President, Aortic, Peripheral and Venous, where he spearheaded



strategic product innovations and market development initiatives in coronary and peripheral vascular markets. Prior to Medtronic, Mr. Weidman held roles at Thoratec Corporation.

Mr. Weidman received an MBA in Health Care Management from the Wharton School at the University of Pennsylvania, an MS in Mechanical Engineering with a concentration in Biomechanics from Stanford University and a BSE in Mechanical Engineering from the University of Michigan.

About Teleflex Incorporated

As a global provider of medical technologies, Teleflex is driven by our purpose to improve the health and quality of people’s lives. Through our vision to become the most trusted partner in healthcare, we offer a diverse portfolio with solutions in the therapy areas of anesthesia, emergency medicine, interventional cardiology and radiology, surgical, vascular access, and urology. We believe that the potential of great people, purpose driven innovation, and world-class products can shape the future direction of healthcare.

Teleflex is the home of Arrow™, Barrigel™, Deknatel™, LMA™, Pilling™, QuikClot™, Rüsch™, UroLift™ and Weck™ – trusted brands united by a common sense of purpose.

At Teleflex, we are empowering the future of healthcare. For more information, please visit teleflex.com.

Contacts:
Teleflex
Lawrence Keusch
Vice President, Investor Relations and Strategy Development

investor.relations@teleflex.com
610-948-2836

FAQ

Who is the new CEO of Teleflex (TFX) and when does he start?

Teleflex appointed Jason Weidman as President and CEO, effective June 8, 2026. He joins from Medtronic, where he led major coronary and vascular businesses and is expected to join Teleflex’s Board when he assumes the CEO role.

What is Jason Weidman’s compensation package as Teleflex (TFX) CEO?

Jason Weidman will receive a $1 million base salary, a target annual cash bonus of 125% of salary, and a $7 million annual equity award target starting in 2027, plus significant sign‑on equity, stock options, relocation support and severance protections.

What sign-on equity awards is Teleflex (TFX) granting to its new CEO?

Teleflex will grant Jason Weidman a $7 million sign‑on restricted stock award vesting in four equal annual installments and $1 million in stock options vesting in three installments, all generally conditioned on his continued service, with certain protections on specified terminations.

Does the new Teleflex (TFX) CEO receive any make-whole or relocation benefits?

Yes. Jason Weidman is eligible for up to $800,000 in cash on December 31, 2026 to replace forfeited incentives from his prior employer, plus extensive relocation support, including housing, travel reimbursements and moving costs, subject to repayment of relocation benefits in most early‑termination scenarios.

What severance protections does Teleflex (TFX) provide its new CEO?

Under a Senior Executive Officer Severance Agreement, a qualifying termination can provide 24 months of continued base salary, bonus coverage, benefits and outplacement. A separate change‑of‑control agreement increases coverage to 36 months and adds bonus multiples and equity acceleration on qualifying terminations.

What capital actions were mentioned alongside Teleflex’s (TFX) CEO announcement?

Teleflex’s Chairman referenced an intended $1 billion share buyback and $800 million debt paydown following the close of certain sale transactions and completion of divestitures, describing a future Teleflex focused on core interventional and high‑acuity hospital markets.

Filing Exhibits & Attachments

4 documents