Teleflex Announces Governance Updates

Michael J. Tokich, Medical Technology Industry Veteran, Nominated as Independent Director; Andrew A. Krakauer Appointed Chairman of the Board Effective Following 2026 Annual Meeting

Board to Establish Growth and Operating Committee

Company to Commence Share Repurchases Ahead of Schedule

WAYNE, Pa.--(BUSINESS WIRE)--Teleflex Incorporated (NYSE:TFX), a leading global provider of medical technologies, today announced several Board and governance updates, including the nomination of Michael J. Tokich to the Board of Directors, its intent to establish a new Growth and Operating Committee of the Board and its plan to commence share repurchases under the Company’s previously announced program ahead of schedule.

The announcements reflect the Board’s continued focus on strong governance and support for the Company’s strategic priorities and long-term value creation opportunities.

Board of Directors Updates

“We are thrilled to nominate Michael for election to the Teleflex Board at the 2026 Annual Meeting. He has a deep understanding of our industry and business, along with valuable experience guiding companies through periods of significant growth,” said Dr. Stephen Klasko, Chair of the Teleflex Board of Directors. “Our Board and management team are executing a clear strategy to transform our company into a more focused medical technologies leader. Michael’s expertise, including his disciplined approach to capital allocation and strategy, will be invaluable as we work to deliver long-term value for our shareholders.”

Mr. Tokich brings more than three decades of leadership experience in public company finance, medical technology and manufacturing. He previously served as Senior Vice President and Chief Financial Officer of STERIS plc (NYSE: STE), where he played a central role in shaping the company’s financial strategy, including capital allocation, mergers and acquisitions and operational transformation initiatives. During his tenure, he helped grow the company’s market capitalization from $1 billion to over $22 billion. He currently serves as a member of the Board of Directors of Mettler-Toledo International Inc. (NYSE: MTD), where he is a member of the Audit Committee.

Additionally, Dr. Stephen Klasko and John Heinmiller will conclude their respective terms at the Annual Meeting. Dr. Klasko recently accepted a new significant healthcare leadership role. Mr. Heinmiller is pursuing other professional interests.

“On behalf of the Board, I want to thank Steve and John for their meaningful contributions and steadfast dedication to Teleflex over many years and through dynamic economic and operating environments,” said interim CEO, Stu Randle. “The vast experience they brought to the Board, along with their creative thought and fresh ideas helped guide the Company through important periods of growth and transformation. We wish them all the best.”

In connection with Dr. Klasko’s departure, Andrew A. Krakauer, the chair of the Board’s Compensation Committee, has been named Chairman of the Board, effective following the Annual Meeting. Mr. Krakauer has served as a director of Teleflex since 2018. He previously served as CEO and Board member of Cantel Medical Corp. from 2009 to 2016, which was a NYSE listed provider of infection control products and services during his tenure.

Formation of Growth and Operating Committee

The Company also announced that the Board plans to establish a Growth and Operating Committee. The Committee will focus on supporting management in driving operational execution during the significant transformation underway, while also identifying growth opportunities and enhancing accountability across the organization. The members of the Committee will be appointed by the Board following the Annual Meeting.

Share Repurchase Program Update

The Company previously anticipated commencing share purchases under the existing $1 billion share repurchase authorization following the completion of the OEM, Acute Care and Interventional Urology sale transactions, which remain on track to close in the second half of 2026. The Company now expects to begin opportunistic share repurchases in the open market during the second quarter. Any such repurchases will be subject to prevailing market conditions and the Company's operating cash flow needs.

“Our Board continues to believe that Teleflex’s current stock price does not fully reflect the significance of the strategic actions underway, nor the future value we believe they will unlock,” said Dr. Klasko. “As a result, we have determined to begin repurchasing shares opportunistically in the open market in the second quarter. This announcement is consistent with our commitment to disciplined capital allocation with a focus on long-term value creation for our shareholders.”

Advisors

J.P. Morgan Securities LLC is serving as financial advisor to Teleflex, Simpson Thacher & Bartlett LLP is serving as legal advisor and Joele Frank, Wilkinson Brimmer Katcher is serving as strategic communications advisor.

About Michael J. Tokich

Mr. Tokich is a proven financial executive with more than 30 years of global business leadership experience. His background as a CFO in the healthcare and life sciences industry will enable him to provide a wide range of perspectives on financial and strategic growth initiatives and support the Board’s oversight of financial and budgeting matters, as well as the integrity of the Company’s financial statements and internal controls.

Mr. Tokich served for 18 years as SVP and CFO at STERIS plc (NYSE: STE), a leading global healthcare and life sciences provider of products and services, prior to transitioning to the role of Senior Financial Advisor in August 2025. Mr. Tokich joined STERIS in 2000 and held various senior financial roles prior to his permanent appointment as CFO in 2008. Prior to joining STERIS, Mr. Tokich served as Divisional VP and Assistant Controller at OfficeMax Inc., where he managed SEC reporting, annual audits, and financial planning for more than 950 retail locations and corporate operations. Mr. Tokich currently serves on the board of directors of Mettler-Toledo International Inc. (NYSE: MTD).

About Andrew A. Krakauer

Mr. Krakauer has been a director of Teleflex since 2018 and currently serves as Chair of the Compensation Committee. Mr. Krakauer’s extensive executive and senior management experience in the medical device industry enables him to provide valuable insights into the Company’s business strategy, acquisitions, management, operations and growth initiatives.

Prior to his retirement in October 2016, Mr. Krakauer served as CEO of Cantel Medical Corp., which was a NYSE listed provider of infection control products and services. During his 12 years at Cantel, Mr. Krakauer held various executive positions, including President and COO. He also served as CEO and a member of Cantel’s Board of Directors from 2009 to 2016. Prior to joining Cantel, Mr. Krakauer was President of the Ohmeda Medical Division of Instrumentarium Corp., a provider of medical devices, from 1998 to 2004 (Instrumentarium was acquired by General Electric Company in 2003).

About Teleflex Incorporated

As a global provider of medical technologies, Teleflex is driven by our purpose to improve the health and quality of people’s lives. Through our vision to become the most trusted partner in healthcare, we offer a diverse portfolio with solutions in the therapy areas of anesthesia, emergency medicine, interventional cardiology and radiology, surgical, vascular access, and urology. We believe that the potential of great people, purpose driven innovation, and world-class products can shape the future direction of healthcare.

Teleflex is the home of Arrow™, Barrigel™, Deknatel™, LMA™, Pilling™, QuikClot™, Rüsch™, UroLift™ and Weck™ – trusted brands united by a common sense of purpose.

At Teleflex, we are empowering the future of healthcare. For more information, please visit teleflex.com.

Additional Information

The timing, price and actual number of shares of common stock that may be repurchased under the share repurchase authorization will depend on a variety of factors. The repurchases may occur in open market transactions, in transactions structured through investment banking institutions, in privately negotiated transactions, by direct purchases of common stock or a combination of the foregoing. The share repurchase program does not require Teleflex to repurchase shares of its common stock, and it may be discontinued, suspended or amended at any time, without prior notice.

Forward Looking Statements

Certain statements made in this press release, other than statements of historical fact, are forward-looking statements. These statements include, but are not limited to, statements related to the sales of the Company’s Acute Care, Interventional Urology and OEM businesses; the Company’s share repurchase program; the Company’s CEO search process, director succession plans and governance enhancements; the Company’s progress in achieving its overall strategic priorities; and the Company’s stock price and future financial and operating performance and outlook. The words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “plan,” “will,” “would,” “should,” “guidance,” “potential,” “continue,” “project,” “forecast,” “confident,” “prospects” and similar expressions typically are used to identify forward-looking statements. Forward-looking statements are based on the then-current expectations, beliefs, assumptions, estimates and forecasts about the Company’s business and the industry and markets in which the Company operates. These statements are not guarantees of future performance and are subject to risks and uncertainties, which are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or implied by these forward-looking statements due to a number of factors, including changes in business relationships with and purchases by or from major customers or suppliers; delays or cancellations in shipments; demand for and market acceptance of new and existing products; the impact of inflation and disruptions in the Company’s global supply chain on the Company and its suppliers (particularly sole-source suppliers and providers of sterilization services), including fluctuations in the cost and availability of resins and other raw materials, as well as certain components, used in the production or sterilization of the Company’s products, transportation constraints and delays, product shortages, energy shortages or increased energy costs, labor shortages in the United States and elsewhere, and increased operating and labor costs; the Company’s inability to integrate acquired businesses into its operations, realize planned synergies and operate such businesses profitably in accordance with the Company’s expectations; the Company’s ability to manage its ongoing CEO transition; the Company’s inability to effectively execute its restructuring programs; the Company’s inability to realize anticipated savings resulting from restructuring plans and programs; the Company’s inability to complete the sales of our Acute Care, Interventional Urology and OEM businesses, the terms and timing for such transactions, the ability to satisfy any applicable conditions and the expected benefits; the impact of enacted healthcare reform legislation and proposals to amend, replace or repeal the legislation; changes in Medicare, Medicaid and third party coverage and reimbursements; the impact of tax legislation and related regulations; competitive market conditions and resulting effects on revenues and pricing; global economic factors, including currency exchange rates, interest rates, trade disputes, tariffs, sovereign debt issues and international conflicts and hostilities, such as the ongoing conflicts between Russia and Ukraine and in the Middle East; public health epidemics and pandemics; difficulties entering new markets; and general economic conditions. For a further discussion of the risks relating to the Company’s business, see Item 1A, Risk Factors, in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, and subsequent reports filed with the Securities and Exchange Commission. The Company expressly disclaims any obligation to update these forward-looking statements, except as otherwise explicitly stated by the Company or as required by law or regulation.