Key Summary: On December 13, 2023, Engine Capital made a Cooperation Agreement with the company, ensuring the appointment of three new directors to the Board, who will be nominated for the 2024 Annual Meeting. On April 19, 2024, Engine Capital amended the Agreement, granting the Board the authority to determine if supporting specific individuals ("Specified Directors") at the meeting violates their legal obligations. If deemed so, Engine Capital can advocate for these directors to shareholders independently of the Board's approval.Market Cap: $489 million | Orthofix Medical Inc. operates spine and orthopedics company in the United States, Italy, Germany, France, the United Kingdom, Brazil, and internationally.
On November 3, 2023, Engine Capital disclosed a 7.3% active stake in the company and stated that it has engaged, and expect to continue to engage, in discussions with the Board regarding certain governance matters. Source
On December 13, 2023, Engine Capital entered into a Cooperation Agreement with the company and pursuant to it, the company will appoint three new directors (Alan L. Bazaar, Michael M. Finegan or Charles R. Kummeth) to the Board and these new directors will be nominated for election at the 2024 Annual Meeting
On April 19, 2024, Engine Capital entered into an amendment to the Cooperation Agreement, dated December 11, 2023 with the company. The amendment allows the Board to decide whether supporting Alan L. Bazaar, Michael M. Finegan or Charles R. Kummeth (referred to as "Specified Directors") at the 2024 Annual Meeting would breach their legal duties. If so, Engine Capital can promote these directors to shareholders without the Board's endorsement.
Комментарии