John Ferrell
CONMEDAbout John Ferrell
John Ferrell is Executive Vice President, Human Resources at CONMED (CNMD), age 57, promoted in December 2022 after leading International HR since 2015 and International & Global Orthopedics HR in 2021–2022; he previously held VP HR roles at Stryker’s Orthopedics Group and European operations (2009–2015) and holds a BA in Psychology (Oakland University) and MA in Labor & Industrial Relations (Michigan State) . Company performance in 2024 featured adjusted operating margin of 15.5% (+150 bps YoY) and adjusted diluted EPS of $4.17 (+20.9%) , with bonus metrics tied to Net Sales, Adjusted EPS, and Operating Cash Flow; TSR for 2024 (value of $100 invested since 2019) stood at $63.84 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| CONMED | EVP, Human Resources | Dec 2022–present | Global HR leadership supporting execution and retention across Orthopedics and General Surgery |
| CONMED | VP HR, International & Global Orthopedics | 2021–2022 | Integrated HR for cross-regional Orthopedics; alignment with growth platforms |
| CONMED | VP HR, International | 2015–2021 | Built international HR infrastructure and processes |
| Stryker | VP HR, Orthopedics Group | 2012–2015 | Led HR for major device division; talent and organizational development |
| Stryker | VP HR & Organizational Development, Europe | 2009–2012 | Regional HR leadership and organizational effectiveness |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| LECMPA (non-profit insurer for transportation workers) | Board member | Not disclosed | External governance experience |
Fixed Compensation
- Stock ownership guidelines for executive officers: CEO 4x salary, CFO 3x, all other executive officers 1x salary; compliance required within five years, with a 50% post-tax retention requirement on net RSUs and exercised options until guidelines are met .
- Hedging, pledging, margin purchases/borrowing against company stock are prohibited for executive officers and directors .
Performance Compensation
CNMD’s corporate executives (including HR) participate in an annual Executive Bonus Plan with company-wide metrics; individual weightings vary by role and are not disclosed for Mr. Ferrell. 2024 performance results and payouts by metric:
| Metric | Target | Actual | Payout % | Notes |
|---|---|---|---|---|
| Net Sales (FX Adjusted) ($USD Millions) | $1,364.3 | $1,314.6 | 81.8% | Cash bonus; paid annually; thresholds and caps apply |
| Adjusted Diluted Net EPS ($USD) | $4.34 | $4.17 | 80.5% | Non-GAAP reconciled in proxy; linear payout with caps |
| Operating Cash Flow ($USD Millions) | $169.2 | $167.0 | 93.4% | Metric added in 2024 to focus on working capital |
Long-term incentives use stock options and PSUs (PSUs earn based on 3-year relative TSR vs S&P Healthcare Equipment Select Index; max 200% at ≥75th percentile, cliff vest at 3 years) .
Equity Ownership & Alignment
Beneficial ownership and option exposure (from Form 3 on initial filing; vesting generally 20% per year over 5 years):
| Security | Amount | Strike | Expiration | Status @ 12/31/2024 | ITM value per share | Approx. ITM total value |
|---|---|---|---|---|---|---|
| Common Stock | 702 | — | — | — | — | — |
| Stock Option | 1,700 | $41.93 | 03/01/2027 | In the money @ $68.44 | $26.51 (68.44−41.93) | ≈$45,067 (1,700×$26.51) |
| Stock Option | 9,000 | $59.96 | 03/01/2028 | In the money @ $68.44 | $8.48 (68.44−59.96) | ≈$76,320 (9,000×$8.48) |
| Stock Option | 9,000 | $78.76 | 03/01/2029 | Underwater @ $68.44 | — | — |
| Stock Option | 9,000 | $97.69 | 03/02/2030 | Underwater @ $68.44 | — | — |
| Stock Option | 9,000 | $122.55 | 03/01/2031 | Underwater @ $68.44 | — | — |
| Stock Option | 8,500 | $144.55 | 03/01/2032 | Underwater @ $68.44 | — | — |
| Stock Option | 12,000 | $96.16 | 03/01/2033 | Underwater @ $68.44 | — | — |
- Ownership policy: all other executive officers must hold 1x base salary; compliance within five years of becoming subject (for Mr. Ferrell, policy implies by December 2027); retain 50% of net shares until compliant .
- Hedging/pledging prohibited; no margin purchases/borrowing against stock .
Employment Terms
| Term | Details | Source |
|---|---|---|
| Employment status | At-will; limited use of employment agreements except confidentiality/non-compete/non-solicit or non-U.S. practices | |
| Clawback policy | Adopted Dec 1, 2023; recovers incentive-based comp received in prior 3 fiscal years in event of material accounting restatement, applies to current/former executive officers | |
| Executive Severance Plan (general) | Severance multiples: CEO 2× salary+2-yr avg bonus (non-CIC), 3× salary+3-yr avg bonus (CIC); CFO/GC 1.5× and 2.5×; other NEOs 1× and 2× respectively; plan covers NEOs as of 12/31/2024 | |
| Equity awards CIC treatment | Double-trigger vesting for participants: if awards are assumed, PSUs deemed earned at greater of target/actual to date, remaining time-vest; full vest on qualifying termination within 2 years post-CIC; if not assumed, vesting acceleration/settlement per plan |
Note: Mr. Ferrell’s specific severance participation and individual bonus weightings are not disclosed in the proxy; company policies above apply to executive programs broadly .
Investment Implications
- Alignment and selling pressure: Mr. Ferrell’s equity exposure is predominantly through options; as of 12/31/2024 only his 2017 and 2018 grants are in-the-money (≈$121K combined ITM value), while later grants are underwater at $68.44, reducing near-term exercise-driven selling pressure .
- Governance safeguards: Prohibitions on hedging/pledging and mandatory 3-year clawback on restatements strengthen alignment and reduce risk of adverse trading/comp behavior .
- Ownership discipline: 1x salary stock ownership requirement (with 50% retention until compliant) fosters “skin in the game”; Mr. Ferrell’s compliance status is not disclosed, but the five-year window implies attainment by December 2027 under policy .
- Performance linkage: Annual incentives are tied to company Net Sales, Adjusted EPS, and Operating Cash Flow, and long-term PSUs to 3-year relative TSR—this structure supports pay-for-performance and should align HR leadership objectives with financial and shareholder outcomes .