---
schema_version: "secwatch.filing_event.v1"
accession: "0000950170-23-070740"
form_type: "8-K"
ticker: "OFIX"
cik: "0000884624"
company_name: "Orthofix Medical Inc."
filed_at: "2023-12-15T23:59:59+00:00"
generated_at: "2026-06-07T12:23:56.704720+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.65
calibrated_materiality_score: 0.65
confidence: "high"
source: SEC EDGAR
---

# Orthofix enters cooperation agreement with Engine Capital; appoints three new directors

## Summary
- Engine Capital, holder of ~8.2% of OFIX shares, and Orthofix enter cooperation agreement.
- Board expands from 8 to 11, appoints Alan Bazaar, Michael Finegan, Charles Kummeth as new independent directors.
- Strategy Committee formed; three current directors will not stand for re-election at 2024 Annual Meeting; board size to reduce to nine.
- Engine group subject to standstill, voting commitments, and capped at 9.9% ownership during agreement term.
- Perella Weinberg Partners and Hogan Lovells advise Orthofix; Olshan Frome Wolosky advises Engine.

## SEC filing metadata
- accession: 0000950170-23-070740
- form_type: 8-K
- ticker: OFIX
- cik: 0000884624
- company_name: Orthofix Medical Inc.
- filed_at: 2023-12-15T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.65
- calibrated_materiality_score: 0.65
- confidence: high
- sec_items: 1.01, 5.02, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/884624/000095017023070740/0000950170-23-070740-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/884624/000095017023070740/ofix-20231211.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000950170-23-070740
- JSON: https://secwatch.observer/filing/0000950170-23-070740.json
- Plain text: https://secwatch.observer/filing/0000950170-23-070740.txt

## Key facts
- Executive change
  Alan Bazaar was appointed as Director at Orthofix Medical Inc..
  - Action: appointed
  - Role: Director
  source text: the Board has increased its size from eight to eleven directors and appointed Mr. Bazaar to the Board effective as of December 12, 2023
  evidence_url: https://www.sec.gov/Archives/edgar/data/884624/000095017023070740/0000950170-23-070740-index.htm
- Executive change
  Michael Finegan was appointed as Director at Orthofix Medical Inc..
  - Action: appointed
  - Role: Director
  source text: and Messrs. Finegan and Kummeth to the Board effective as of December 14, 2023
  evidence_url: https://www.sec.gov/Archives/edgar/data/884624/000095017023070740/0000950170-23-070740-index.htm
- Executive change
  Charles Kummeth was appointed as Director at Orthofix Medical Inc..
  - Action: appointed
  - Role: Director
  source text: and Messrs. Finegan and Kummeth to the Board effective as of December 14, 2023
  evidence_url: https://www.sec.gov/Archives/edgar/data/884624/000095017023070740/0000950170-23-070740-index.htm
- Material Agreements
  Orthofix Medical Inc. entered into Cooperation Agreement with Engine Capital, L.P., Engine Jet Capital, L.P., Engine Lift Capital, LP, Engine Capital Management, LP, Engine Capital Management GP, LLC, Engine Investments, LLC and Engine Investments II, LLC and Arnaud Ajdler (effective 2023-12-11).
  - Action: entry
  - Counterparty: Engine Capital, L.P., Engine Jet Capital, L.P., Engine Lift Capital, LP, Engine Capital Management, LP, Engine Capital Management GP, LLC, Engine Investments, LLC and Engine Investments II, LLC and Arnaud Ajdler
  - Effective: 2023-12-11
  source text: On December 11, 2023, Orthofix Medical Inc. (the “Company”) entered into a cooperation agreement (the “Cooperation Agreement”) with Engine Capital, L.P., Engine Jet Capital, L.P., Engine Lift Capital, LP, Engine Capital Management, LP, Engine Capital Management GP, LLC, Engine Investments, LLC and Engine Investments II, LLC and Arnaud Ajdler (collectively, the “Engine Group”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/884624/000095017023070740/0000950170-23-070740-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.