Brent Lalomia
CONMEDAbout Brent Lalomia
Brent Lalomia is CONMED’s Executive Vice President, Regulatory Affairs, Quality Assurance, Clinical Affairs, and Commercial Operations; he previously served as Vice President, Quality Assurance & Regulatory Affairs and began reporting directly to the CEO as of April 1, 2022, after joining CONMED in June 2017 . His background includes leadership at Stryker (VP, Quality Assurance & Facilities Management, Stryker Instruments Division) and roles across strategy deployment, R&D, and manufacturing; he holds a B.S. in Mechanical Engineering (Western Michigan University) and an MBA (University of Notre Dame); age was disclosed as 47 (2022 proxy) and 48 (2023 proxy) . For 2024, CONMED’s bonus plan measured FX-adjusted net sales ($1,314.6m), adjusted diluted EPS ($4.17), and operating cash flow ($167.0m); Lalomia’s FY2024 bonus achieved 90.9% of target driven by these metrics and “Commercial Goals,” resulting in a 54.6% bonus as a percent of YE base salary ($175,093) . His long-term PSUs vest on a three-year cliff based on relative TSR versus the S&P Healthcare Equipment Select Index (0%–200% payout from the 25th–75th percentile), aligning equity outcomes with shareholder returns .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Stryker Instruments Division | VP, Quality Assurance & Facilities Management | 2014–2019 | Led QA and facilities for Instruments Division |
| Stryker (prior roles) | Strategy deployment, R&D, Manufacturing | Pre-2014 | Operational and product execution roles across functions |
| CONMED | VP, Quality Assurance & Regulatory Affairs | 2017–2022 | Elevated RA/QA; began reporting to CEO as of Apr 1, 2022 |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| N/A | N/A | N/A | Not disclosed in filings reviewed |
Fixed Compensation
| Component | 2024 | Notes |
|---|---|---|
| Base Salary (earned) | $317,700 | Salary reflects actual paid in 2024; annual rates adjust in March |
| Base Salary (annual rate) | $321,000 | 2024 base salary level set in CD&A |
| Target Bonus % of Base | 60% | Executive Bonus Plan target |
| FY2024 Earned Bonus | $175,093; 54.6% of YE base salary | Achieved 90.9% of target bonus |
| All Other Compensation | $49,608 | Includes items per proxy footnotes |
| Total Compensation | $1,392,359 | Summary Compensation Table |
Performance Compensation
Annual Bonus Metrics and Results (FY2024)
| Metric | Threshold | Target | Maximum | Actual Result | Payout Percent |
|---|---|---|---|---|---|
| Net Sales (FX-adjusted) | $1,227.8m | $1,364.3m | $1,637.1m | $1,314.6m | 81.8% |
| Adjusted Diluted EPS | $3.91 | $4.34 | $5.21 | $4.17 | 80.5% |
| Operating Cash Flow | $152.3m | $169.2m | $203.0m | $167.0m | 93.4% |
| Commercial Goals (Individual) | N/A | N/A | N/A | N/A | 118% (Lalomia) |
| FY2024 Bonus Outcome (Lalomia) | — | — | — | — | 90.9% of target; 54.6% of YE base salary; $175,093 |
Notes: Plan targets are established annually; all performance metrics have threshold payout of 20%, target 100%, max 200% .
2024 Grants of Plan-Based Awards (Cash and Equity)
| Award Type | Grant Date | Threshold | Target | Maximum | Quantity | Exercise Price | Grant-Date Fair Value |
|---|---|---|---|---|---|---|---|
| Annual Cash (Non-Equity Incentive) | N/A | $96,300 | $192,600 | $385,200 | — | — | — |
| Stock Options | 3/1/2024 | — | — | — | 18,988 | $79.95 | $637,427 |
| PSUs (relative TSR) | 3/1/2024 | — | — | — | 1,789 | — | $212,551 |
PSU Design and Vesting: Three-year performance period; cliff vest; payout scale: 0% below 25th percentile, 50% at 25th, 100% at 50th, 200% at 75th or above against the S&P Healthcare Equipment Select Index . Options vest 20% annually over five years; RSUs generally vest 25% annually over four years .
Outstanding Equity and Vesting Status (as of 12/31/2024)
| Grant Date | Options Exercisable (#) | Options Unexercisable (#) | Exercise Price | Expiration | RSUs Unvested (#) | RSUs MV ($) | PSUs Target (#) | PSUs Payout Value ($) |
|---|---|---|---|---|---|---|---|---|
| 6/17/2019 | 2,500 | — | $83.15 | 6/17/2029 | — | — | — | — |
| 3/2/2020 | 3,200 | 800 | $97.69 | 3/2/2030 | — | — | — | — |
| 3/1/2021 | 2,400 | 1,600 | $122.55 | 3/1/2031 | — | — | — | — |
| 3/1/2022 | 3,200 | 4,800 | $144.55 | 3/1/2032 | — | — | — | — |
| 3/7/2022 | — | — | $0.00 | 3/7/2032 | 150 | $10,266 | — | — |
| 3/1/2023 | 2,463 | 9,854 | $96.16 | 3/1/2033 | — | — | 1,116 | $76,379 |
| 3/1/2024 | — | 18,988 | $79.95 | 3/1/2034 | — | — | 1,789 | $122,439 |
2024 Exercises/Vesting: RSU vesting of 75 shares; value realized $6,375; no option exercises by Lalomia in 2024 . As of 12/31/2024, all stock options were underwater (exercise prices above $68.44 year-end price) .
Equity Ownership & Alignment
- Stock Ownership Guidelines: 1x base salary for executive officers; 50% net retention of RSUs and exercised options/SARs until guideline met; all NEOs in compliance as of 12/31/2024 .
- Hedging/Pledging: Company policy prohibits hedging, pledging, margin purchases, or borrowing against Company stock for executives and directors .
Beneficial Ownership (as of 3/24/2025)
| Holder | Shares Owned Direct/Indirect | Shares Vesting/Exercisable in 60 days | Total Ownership | % of Outstanding |
|---|---|---|---|---|
| Brent Lalomia | 1,130 | 23,298 | 24,428 | <1% |
Notes: Includes 124 shares in a 401(k) Company stock fund . 2025 Form 5 also shows 93.606 shares in 401(k) with transactions reported for FY2024 .
Employment Terms
| Term | Disclosure |
|---|---|
| Employment start date | Joined CONMED in June 2017 |
| Role transitions | VP, QA/RA; became executive VP RA/QA reporting to CEO on Apr 1, 2022; current expanded EVP responsibilities per CD&A |
| Executive Severance Plan (No CIC) | Lump-sum severance equals base salary plus 2-year average bonus/any discretionary bonus, times multiple (CEO=2x, CFO=1.5x, other NEOs=1x); Lalomia amount $510,641 (as of 12/31/2024 scenario) |
| Executive Severance Plan (With CIC) | Double-trigger; severance equals base salary plus 3-year average bonus/discretionary bonus, times multiple (CEO=3x, CFO=2.5x, other NEOs=2x); Lalomia: salary continuation $932,066; accelerated RSU/PSU intrinsic value $183,624; options had no intrinsic value; total $1,115,690 |
| Equity plan terms | Non-compete, non-solicit, and confidentiality/trade secret obligations embedded in equity awards |
| Clawback | Clawback policy applies to incentive-based compensation for executive officers, consistent with SEC/NYSE requirements |
| Tax gross-ups | No excise tax gross-ups in employment arrangements |
| Deferred comp (BRP) | Executive contributions $4,650; company contributions $27,884; aggregate earnings $3,204; balance $35,738 (2024) |
| Rule 10b5-1 | No directors/executive officers adopted, modified, or terminated 10b5-1 trading arrangements in Q4 2024 |
Investment Implications
- Pay-for-performance alignment: Lalomia’s variable pay ties to FX-adjusted net sales, adjusted EPS, operating cash flow, plus individual commercial goals; FY2024 performance yielded 90.9% of target bonus and $175,093 payout, indicating performance-linked cash incentives .
- Equity incentives emphasize TSR and price performance: 2024 PSUs (1,789 target) cliff-vest on 3-year relative TSR vs the S&P Healthcare Equipment Select Index; options (18,988 at $79.95) vest over five years, reinforcing multi-year alignment with shareholders .
- Low near-term selling pressure: As of 12/31/2024, all options were underwater, and 2024 showed RSU vesting but no option exercises; policy prohibits hedging/pledging, and ownership guidelines require retention of 50% of net shares until compliance, collectively reducing forced selling risk .
- Retention economics: Double-trigger CIC protection with 2x multiple (and equity acceleration) and 1x severance outside CIC for non-CEO officers balance retention and governance; Lalomia’s modeled amounts were $1.116m (CIC) and $0.511m (no CIC) as of 12/31/2024, a moderate retention package without gross-ups .
- Ownership and skin-in-the-game: Beneficial ownership totals 24,428 shares (<1%), with additional shares/units vesting or exercisable in 60 days, and compliance with 1x salary ownership guideline supports alignment, albeit with a relatively modest direct stake .