Edward Clifford
CONMEDAbout Edward Clifford
Edward A. Clifford is Vice President, Global Manufacturing at CONMED (CNMD), age 49. He joined CONMED in July 2023 after senior supply-chain and operations roles at Consumers Energy, Stryker, and Eaton. He holds a B.S. in Mechanical Engineering (minor in Mathematics) from Western Michigan University. His current role centers on global manufacturing execution; detailed individual compensation is not disclosed as he is not a named executive officer (NEO) in the proxy. Company context: CNMD grew revenue and EBITDA over FY2022–FY2024, providing backdrop for performance-linked pay systems used across executives (see table).
Company performance context (oldest → newest):
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenue ($USD Millions) | 1,045.5* | 1,244.7* | 1,307.0* |
| EBITDA ($USD Millions) | 154.6* | 197.8* | 229.7* |
| *Values retrieved from S&P Global |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Consumers Energy (Investor-owned utility) | Executive Director, Supply Chain | 2017–2023 | Led enterprise supply chain; relevant to CNMD cost, sourcing, and continuity |
| Stryker | Director of Service, Global Process Owner | 2008–2017 | Drove service/process rigor across medtech ops; applicable to CNMD manufacturing scale-up |
| Eaton | Commodity Manager | 2000–2008 | Strategic sourcing and commodity management; cost control and supplier strategy |
External Roles
- No public company board service or external directorships disclosed for Clifford in CNMD’s executive officer biographies.
Fixed Compensation
- Base salary, target bonus %, and actual bonus for Clifford are not individually disclosed (only NEOs are reported in detail). However, the 2024 annual incentive program covered “the CEO, other NEOs and all other officers elected by the Board,” a group that includes executive officers such as Clifford.
- Company-wide target bonus ranges for executives (program design): 60%–110% of base salary (by role, primarily applied to NEOs and framework for officers).
Performance Compensation
2024 annual incentive program structure for executives (company-wide metrics; weights vary by role). Actual 2024 results and associated payout factors:
| Metric | Target | Actual | Associated Payout % | Notes/Vesting |
|---|---|---|---|---|
| Net Sales (FX Adjusted) ($M) | 1,364.3 | 1,314.6 | 81.8% | Annual incentive; thresholds 20% / target 100% / max 200% |
| Adjusted Diluted Net EPS ($) | 4.34 | 4.17 | 80.5% | Annual incentive; profitability emphasis |
| Operating Cash Flow ($M) | 169.2 | 167.0 | 93.4% | Annual incentive; cash flow discipline |
Long-term incentives (equity):
- Stock options: generally vest ratably over five years (20% per year).
- PSUs: 3-year cliff vesting based on relative TSR vs. S&P Healthcare Equipment Select Index; payout 0%–200% (Threshold 25th percentile, Target 50th, Max 75th+).
Program design notes:
- For 2024, executives received a heavy weighting in options with a PSU component; CEO mix 50% PSUs/50% options; other executives 75% options/25% PSUs (NEO framework indicative of broader approach).
Equity Ownership & Alignment
Stock ownership and trading policies:
- Ownership guidelines: CEO 4x salary; CFO 3x; all other executive officers 1x base salary; 5-year compliance window. Executives must retain 50% of net shares until meeting guidelines.
- Hedging/pledging prohibited for executive officers and directors; also prohibits margin purchases/borrowing against company stock.
Recent insider transaction activity (Edward A. Clifford):
- 2024-08-05: Form 4 filed; settlement of vested RSUs with delivery of shares, subject to withholding for taxes (i.e., tax withholding rather than open-market selling).
- 2025-03-05: Form 4 filed (annual-cycle timing); filing available; details include standard Section 16 Form 4 structure under updated checkboxes; consult filing for specifics on grant type/amount.
- 2024-03-05: Form 4 filed (prior-year cycle).
Implications:
- Observed transactions indicate RSU vesting with tax withholding, not discretionary selling—typically a neutral signal on selling pressure.
Employment Terms
- Employment status: CNMD generally employs on an “at-will” basis in the U.S., without individual employment agreements for executives (outside of certain regions). Restrictive covenants (confidentiality, non-compete, non-solicit) commonly apply.
- Executive Severance Plan (company framework): Double-trigger equity acceleration upon CIC-related qualifying termination within two years post-CIC; severance multiples disclosed for NEOs (3x CEO, 2.5x CFO, 2x other NEOs) and 1x/1.5x/2x in non-CIC cases (CEO/CFO/other NEOs). Participation/multiples for non-NEO executive officers like Clifford are not specifically disclosed.
- Clawback: Mandatory policy adopted Dec 1, 2023 for erroneously awarded incentive-based compensation tied to restatements, applying to current/former executive officers.
- No excise tax gross-ups; no repricing of underwater options without stockholder approval.
Additional Governance and Compensation Context
- 2024 Say-on-Pay support: 96.2% approval, indicating strong shareholder alignment with program design.
- Compensation peer group for 2024 included Enovis, Globus Medical, Haemonetics, ICU Medical, Integra, LivaNova, Masimo, Merit Medical, Natus Medical, Penumbra, Teleflex, Varex Imaging (adjusted from prior year).
Investment Implications
- Alignment: Ownership guidelines (1x salary for non-CEO/CFO executive officers), holding requirements, and prohibitions on hedging/pledging support long-term alignment and limit misaligned risk-taking.
- Retention and performance linkage: Five-year option vesting and three-year PSU cliff vesting tied to relative TSR, plus annual incentive tied to Net Sales (FX-adjusted), Adjusted Diluted EPS, and Operating Cash Flow, embed multi-year retention and performance pressures in manufacturing leadership roles like Clifford’s.
- Selling pressure/trading signals: Recent Form 4 activity shows RSU vest tax withholding (administrative, not discretionary selling), suggesting limited incremental selling pressure from Clifford specifically. Continued monitoring around annual grant/vesting cycles (March/August) is prudent.
- Execution risk: Clifford’s deep supply-chain/manufacturing background (Consumers Energy, Stryker, Eaton) is consistent with CNMD’s focus on operational execution, cost control, and reliability—key levers for margin/cash flow tied to incentive outcomes.
References:
- Executive bio and age/education/tenure:
- Incentive design and actual 2024 results:
- Equity design and vesting:
- Ownership guidelines and hedging/pledging policy:
- Clawback:
- Severance/CIC framework (company-level):
- Peer group and say-on-pay:
- Insider Forms 4: