SEC FORM
4
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
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| OMB APPROVAL |
| OMB Number: |
3235-0287 |
| Estimated average burden |
| hours per response: |
0.5 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b). |
1. Name and Address of Reporting Person*
| C/O CONMED CORP |
| 11311 CONCEPT BOULEVARD |
(Street)
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2. Issuer Name and Ticker or Trading Symbol
CONMED Corp
[ CNMD ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| X |
Director |
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10% Owner |
| X |
Officer (give title below) |
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Other (specify below) |
| President, CEO and Chair |
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3. Date of Earliest Transaction
(Month/Day/Year)
03/01/2024
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
| X |
Form filed by One Reporting Person |
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Form filed by More than One Reporting Person |
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| Rule 10b5-1(c) Transaction Indication |
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Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. |
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
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| 1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr.
8)
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4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
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5.
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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7. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
Amount |
(A) or (D) |
Price |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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|---|
| 1. Title of Derivative Security (Instr.
3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Options To Purchase Common Stock |
$79.95
|
03/01/2024 |
|
A |
|
79,154 |
|
|
03/01/2034 |
Common Stock |
79,154 |
$0
|
79,154 |
D |
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| Explanation of Responses: |
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|
/s/ Heather L. Cohen for Curt R. Hartman by Power of Attorney |
03/05/2024 |
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** 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. |
CONMED CORPORATION
LIMITED POWER OF ATTORNEY FOR SECTION 16 AND RULE 144 FILINGS AND LOCK? UP
AGREEMENTS
Know all by these presents, that the undersigned hereby constitutes and
appoints each of the following attorneys of CONMED Corporation (the "Company"):
Heather L. Cohen, Esq., the EVP and Chief Human Resources and Legal Officer;
Lindsey F. Brewer, Esq., Associate General Counsel; Thomas Fistek, Esq., Chief
IP Counsel, as the undersigned's true and lawful attorney-in-fact to:
1. execute for and on behalf of the undersigned, in the undersigned's capacity
as an officer or director or both of the Company, Forms 3, 4 and 5 (and any
amendments thereto) in accordance with Section 16(a) of the Securities Exchange
Act of 1934, as amended and the rules and regulations promulgated thereunder
(the "Exchange Act"),, and any Form 144 under the Securities Act of 1933; as
amended, as well as any Lock-Up Agreements; 2. do and perform any and all acts
for and on behalf of the undersigned which may be necessary or desirable to
complete and execute any such Form 3, 4, 5, Form 144 Notice or Lock-Up
Agreements, complete and execute any amendments thereto, and timely file such
form, with all amendments, supplements and exhibits thereto, with the
Securities and Exchange Commission and any securities exchange or similar
authority; 3. seek or obtain, as the undersigned's representative and on the
undersigned's behalf, information on transactions in the Company's securities
from any third party, including but not limited to brokers, employee benefit
plan administrators and trustees, and the undersigned hereby authorizes any
such person to release any such information to each of the undersigned's
attorneys-in-fact appointed by this Limited Power of Attorney and approves and
ratifies any such release of information; and 4. take any other action in
connection with the foregoing which, in the opinion of such attorney-in-fact,
may be of benefit to, in the best interest of, or legally required by or for,
the undersigned, it being understood that the documents executed by such
attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of
Attorney shall be in such form and shall contain such information and
disclosure as such attorney-in-fact may approve in such attorney-in-fact's
discretion. The undersigned hereby grants to each such attorney-in-fact, acting
individually, full power and authority to do and perform any and every act and
thing whatsoever required, necessary or proper to be done in the exercise of
any of the rights and powers herein granted, as fully to all intents and
purposes as the undersigned might or could do if personally present, with full
power of substitution or revocation, hereby ratifying and confirming all that
such attorney-in-fact, or such attorney-in-fact's substitute or substitutes,
shall lawfully do or cause to be done by virtue of this Limited Power of
Attorney and the rights and powers herein granted. The undersigned acknowledges
that the foregoing attorneys-in-fact, in serving in such capacity at the
request and on the behalf of the undersigned, are not assuming, nor is the
Company assuming, any of the undersigned's responsibilities to comply with, or
any liability for the failure to comply with, any provision of Section 16 of
the Exchange Act. This Limited Power of Attorney shall remain in full force and
effect until the undersigned is no longer required to file Forms 3, 4, 5 and
144 and Lock-Up Agreements with respect to the undersigned's holdings of and
transactions in securities issued by the Company, unless earlier revoked by the
undersigned in a signed writing delivered to each of the foregoing
attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has executed this
Limited Power of Attorney as of this 13th day of September, 2023 Signed and
acknowledged: Curt Hartman Signature Curt Hartman Printed Name ACKNOWLEDGEMENT
STATE OF GA COUNTY OF Douglas On 9/13/23, before me, the undersigned,
personally appeared, Curt Hartman, personally known to me on the basis of
satisfactory evidence to be the individual whose name is subscribed to the
within instrument and acknowledged to me that he/she executed the same in
his/her capacity, and that by his/her signature on the instrument, the
individual, or the person upon behalf of which the individual acted, executed
the instrument. Tony L. Turpen Notary Public State of GA
