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Enovis CORP

For the period ended Apr 6, 2026. Filed Apr 6, 2026.

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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Apr 6, 2026 · Filed Apr 6, 2026

ENOV$27.16-5.1%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

Filed by the Registrant☒

Filed by a party other than the Registrant☐

Check the appropriate box:

☐Preliminary Proxy Statement
☐Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☒Definitive Proxy Statement
☐Definitive Additional Materials
☐Soliciting Material Under Rule 240.14a-12

ENOVIS CORPORATION

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

☒No fee required.
☐Fee paid previously with preliminary materials.
☐Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

Proxy Statement

and

Notice of Annual Meeting

May 19, 2026 at 12:00 p.m. Eastern Time

Notice of 2026 Annual Meeting of Stockholders

Tuesday, May 19, 2026

12:00 p.m. Eastern Time

Via live webcast at

www.virtualshareholdermeeting.com/ENOV2026

To Our Stockholders:

Notice is hereby given that the 2026 Annual Meeting of Stockholders (the “Annual Meeting”) of Enovis Corporation (“Enovis”) will be held via live webcast at www.virtualshareholdermeeting.com/ENOV2026 on Tuesday, May 19, 2026 at 12:00 p.m. Eastern Time, for the following purposes:

1.To elect the ten members of the Board of Directors named in the attached proxy statement;
2.To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2026;
3.To approve the compensation of our named executive officers on an advisory basis (“say-on-pay”);
4.To approve an amendment to the Enovis Corporation 2020 Omnibus Incentive Plan; and
5.To consider any other matters that properly come before the Annual Meeting or any adjournment or postponement thereof.

The accompanying proxy statement describes the matters to be considered at the Annual Meeting. Only stockholders of record at the close of business on March 30, 2026 are entitled to notice of, and to vote at, the Annual Meeting and at any adjournments or postponements thereof.

We are pleased to take advantage of the Securities and Exchange Commission rules that allow us to furnish our proxy materials and our annual report to stockholders on the Internet. We believe that posting these materials on the Internet enables us to provide our stockholders with the information that they need more quickly while lowering our costs of printing and delivery and reducing the environmental impact of our Annual Meeting.

We are holding the Annual Meeting in a virtual-only format this year. We believe that this is the right choice for Enovis and its stockholders, as allowing stockholders to participate from any location provides expanded stockholder access, improves stockholder convenience, improves communications, and alleviates the environmental impact of traveling to an in-person meeting. To attend, participate in, and vote during the Annual Meeting, stockholders of record must go to the meeting website at www.virtualshareholdermeeting.com/ENOV2026 and enter the control number found on their proxy card or Notice of Internet Availability of Proxy Materials (the “Notice”). If you are a beneficial stockholder who owns common stock in street name, meaning through a bank, broker or other nominee, and your voting instruction form or Notice indicates that you may vote those shares through the http://www.proxyvote.com website, then you may attend, participate in, and vote during the Annual Meeting using the 16-digit control number indicated on that voting instruction form or Notice. Otherwise, stockholders who hold their shares in street name should contact their bank, broker or other nominee (preferably at least five days before the Annual Meeting) and obtain a “legal proxy” in order to be able to attend, participate in or vote at the Annual Meeting.

As a stockholder of Enovis, your vote is important. Whether or not you plan to attend the Annual Meeting virtually, we urge you to vote your shares at your earliest convenience and thank you for your continued support of Enovis Corporation.

Dated: April 6, 2026

By Order of the Board of Directors

Brian P. Hanigan

Secretary

Table of Contents

PROXY SUMMARY1
Corporate Social Responsibility and Sustainability5
Proxy Statement for Annual Meeting of Stockholders8
PROPOSAL 1 ELECTION OF DIRECTORS9
Director Qualifications9
Nominees for Director10
Vote Required14
Board Recommendation14
CORPORATE GOVERNANCE15
Director Independence15
Board of Directors and its Committees15
Compensation Committee Interlocks and Insider Participation17
Mandatory Director Retirement Age17
Identification of Director Candidates and Director Nomination Process17
Board Leadership Structure18
Board Evaluation Process18
Board’s Role in Risk Oversight19
Standards of Conduct20
Certain Relationships and Related Person Transactions21
Contacting the Board of Directors21
DIRECTOR COMPENSATION22
PROPOSAL 2 RATIFICATION OF SELECTION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM24
Independent Registered Public Accounting Firm Fees and Services24
Audit Committee’s Pre-Approval Policies and Procedures25
Vote Required25
Board Recommendation25
AUDIT COMMITTEE REPORT26
COMPENSATION DISCUSSION AND ANALYSIS27
Executive Summary27
Determination of Executive Compensation and Performance Criteria31
Elements of Our 2025 Executive Compensation Program31
COMPENSATION AND HUMAN CAPITAL MANAGEMENT COMMITTEE REPORT40
EXECUTIVE COMPENSATION41
Summary Compensation Table41
Grants of Plan-Based Awards for 202543
Outstanding Equity Awards at 2025 Fiscal Year-End44
Option Exercises and Stock Vested During Fiscal 202547
Nonqualified Deferred Compensation48
Potential Payments Upon Termination or Change of Control52
CEO PAY RATIO DISCLOSURE53
PAY-VERSUS-PERFORMANCE54
EQUITY COMPENSATION PLAN INFORMATION57
DELINQUENT SECTION 16(A) REPORTS57
PROPOSAL 3 APPROVAL OF NAMED EXECUTIVE OFFICERS’ COMPENSATION, ON A NON-BINDING ADVISORY BASIS (“SAY-ON-PAY”)58
Why You Should Approve Our Executive Compensation Program58
Vote Required58
Board Recommendation58
PROPOSAL 4 APPROVAL OF AN AMENDMENT TO THE ENOVIS CORPORATION 2020 OMNIBUS INCENTIVE PLAN59
Share Request Background59
Outside Director Award Limit Background60
Highlights of the Amended 2020 Plan60
Summary of the Material Terms of the 2020 Plan61
Share Usage63
Federal Income Tax Consequences65
Existing Plan Benefits to Named Executive Officers and Others67
Registration with the SEC68
Equity Compensation Plan Information68
Why You Should Approve the Amendment to the Enovis Corporation 2020 Omnibus Incentive Plan68
Vote Required68
Board Recommendation68
BENEFICIAL OWNERSHIP OF OUR COMMON STOCK69
GENERAL MATTERS70
Outstanding Stock and Voting Rights70
Stockholder Proposals and Nominations71
Delivery of Documents to Stockholders Sharing an Address71
Additional Information72
Other Matters72

Special Note Regarding Forward-Looking Statements

This proxy statement (this “Proxy Statement”) includes forward-looking statements, including forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Such forward-looking statements include, but are not limited to, statements concerning the plans, goals, objectives, outlook, expectations and intentions of Enovis Corporation (“Enovis” or “we”) and other statements that are not historical or current fact. Forward-looking statements are based on our current expectations and involve risks and uncertainties that could cause actual results to differ materially from those expressed or implied in such forward-looking statements. Factors that could cause our results to differ materially from current expectations include, but are not limited to, risks related to macroeconomic conditions, including the impact of increasing inflationary pressures; changes in government trade policies, including the implementation of tariffs; supply chain disruptions; increasing energy costs and availability concerns, particularly in the European market; disruptions in the global economy caused by escalating geopolitical tensions including in connection with the ongoing conflicts between Russia and the Ukraine and in the Middle East; the impact of public health emergencies and global pandemics; and the other factors detailed in our reports filed with the Securities and Exchange Commission (the “SEC”), including our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 under the caption “Risk Factors,” as well as the other risks discussed in our filings with the SEC. In addition, these statements are based on assumptions that are subject to change. This Proxy Statement speaks only as of the date hereof. We do not assume any obligation and do not intend to update any forward-looking statement except as required by law. Additionally, certain information included herein or elsewhere, including our website, is informed by third-party frameworks and other stakeholder expectations and is therefore not necessarily “material” for purposes of our securities filings.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.