Liam Kelly
About Liam J. Kelly
Independent director at Enovis since 2020; age 58. Kelly is Chairman, President and Chief Executive Officer of Teleflex Incorporated (Chairman/President/CEO 2020–present; previously President & CEO 2018–2020; senior leadership roles 2009–2017). Prior roles include senior positions at Hill‑Rom Holdings, including VP of International Marketing and R&D (2002–2009). The Board has determined he is independent under NYSE standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Teleflex Incorporated | Chairman, President & CEO; previously President & CEO; earlier senior leadership roles | Chairman/President/CEO (2020–present); President & CEO (2018–2020); senior roles (2009–2017) | Extensive MedTech leadership, international management, M&A, technology/R&D/innovation experience |
| Hill‑Rom Holdings, Inc. | Multiple senior roles incl. VP, International Marketing & R&D | 2002–2009 | Global medtech operating and product leadership experience |
External Roles
| Company | Role | Tenure | Committees/Notes |
|---|---|---|---|
| Teleflex Incorporated (NYSE: TFX) | Director (current) | 2020–present | Also serves as Teleflex Chairman, President & CEO |
Board Governance
- Independence: Independent director (affirmed February 2025) .
- Committee assignments: Nominating & Corporate Governance Committee member (not Chair) .
- Attendance: In 2024, each director attended at least 75% of aggregate Board and relevant committee meetings; all directors attended the 2024 annual meeting .
- Board/committee activity: Board met 5 times in 2024; Nominating & Corporate Governance met 5 times in 2024 .
- ESG oversight: Nominating & Corporate Governance Committee has primary oversight of ESG matters; ESG updates are a standing agenda item each meeting .
- Executive sessions: Independent directors hold at least two executive sessions annually; the Lead Independent Director chairs those sessions .
Fixed Compensation
| Year | Cash Retainer ($) | Committee/Chair Fees ($) | Equity (RSUs) Grant-Date Fair Value ($) | Total ($) |
|---|---|---|---|---|
| 2024 (actual) | 70,000 | — | 221,889 | 291,889 |
| Program (structure) | 70,000 annual cash retainer for non‑employee directors | Chair retainers: Audit $25k; CHCM $20k; Nominating $15k; Lead Independent Director $40k; Chair of Board $150k (pro‑rated for 2025 for Chair) | Annual equity award valued at $230,000 in RSUs vesting after one year | — |
Additional program features:
- Directors may elect to defer cash retainers and/or convert RSUs to deferred stock units (DSUs); DSUs settle after separation from service and receive dividend equivalents .
- Stock ownership policy: 5× annual cash retainer within 5 years; all directors have achieved the target as of the proxy date .
- Hedging and pledging: Prohibited for directors; pledged shares do not count toward ownership guidelines .
Performance Compensation
| Component | Structure | Metrics |
|---|---|---|
| Director equity | Time‑vested RSUs granted annually; vest in full after one year of service | No performance metrics apply to non‑employee director equity |
Other Directorships & Interlocks
| Type | Detail |
|---|---|
| Current public boards | Teleflex Incorporated (Director) |
| Compensation Committee interlocks | The proxy discloses no CHCM interlocks or insider participation requiring reporting; CHCM members are independent and none have served as Company officers |
| Related‑party transactions | No Liam Kelly‑related transactions disclosed; the only related‑party item disclosed is unrelated to Kelly (employment of a director’s family member) |
Expertise & Qualifications
- Public company CEO in MedTech; deep industry operating experience .
- International management; extensive healthcare/medical device M&A experience .
- Technology, R&D and innovation experience applicable to Enovis’ medtech portfolio .
Equity Ownership
| As of Dec 31, 2024 | RSUs (unvested) | Stock Options (unexercised) | Ownership Guideline Status | Hedging/Pledging |
|---|---|---|---|---|
| Liam J. Kelly | 4,338 | 12,184 | All directors have achieved 5× retainer guideline | Hedging and pledging prohibited |
Note: Directors may convert RSUs to DSUs at election; DSUs settle post‑service and accrue dividend equivalents .
Governance Assessment
- Board effectiveness and engagement: Independent status, Nominating & Governance Committee service with ESG oversight, and compliance with attendance expectations indicate active governance participation .
- Alignment with shareholders: Majority of 2024 director compensation delivered in equity (time‑vested RSUs) plus robust 5× retainer ownership guideline achieved; anti‑hedging/anti‑pledging policies further support alignment .
- Conflicts/related‑party exposure: No Kelly‑specific related‑party transactions disclosed; Company maintains a formal Related Person Transactions policy overseen by the Nominating & Governance Committee . Kelly’s concurrent role as Teleflex Chairman/President/CEO is disclosed; the Board nonetheless determined his independence under NYSE standards .
- Workload/attendance signal: Despite significant external executive responsibilities, the proxy reports at least 75% attendance for all directors and full attendance at the 2024 annual meeting .
RED FLAGS
- None disclosed in the proxy specific to Kelly. No related‑party transactions, no pledging, and no CHCM interlocks identified . Continued monitoring warranted given external CEO/Chair responsibilities at another MedTech company, mitigated by independence determination and attendance disclosure .