Item 5.04 | Temporary Suspension of Trading Under Registrant’s Employee Benefit Plans. |
On August 24, 2022, Enovis Corporation (the “Company”) received a notice required by Section 101(i)(2)(E) of the Employee Retirement Income Security Act of 1974, as amended, from the plan administrator of the Enovis Corporation 401(k) Savings Plan Plus (the “Plan). The notice informed the Company of a blackout period during which participants and beneficiaries of the Plan will temporarily be unable to: (i) purchase, sell, or otherwise acquire or transfer funds into or out of any of the investment alternatives in the Plan, including Company common stock; (ii) change allocations for future contributions, make payroll percentage elections, or designate beneficiaries in the Plan; (iii) receive distributions or withdrawals from, or terminate their participation in, the Plan; (iv) receive loans from the Plan; or (v) make rollover contributions into the Plan. The blackout period is required due to the need to administratively process the upcoming migration of the Plan to a new recordkeeping platform.
On August 24, 2022, the Company delivered to its directors and its officers who are subject to Section 16 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), a notice required by Rule 104 of the Securities and Exchange Commission Regulation Blackout Trading Restriction (“Regulation BTR”). The Regulation BTR notice imposes a blackout period on such directors and officers during which they will be prohibited from directly or indirectly purchasing, selling or otherwise acquiring or transferring any Company common stock or derivative securities with respect to Company common stock acquired in connection with their service or employment as a director or officer, except as otherwise exempted by Regulation BTR. A copy of the Regulation BTR blackout notice is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The blackout period applicable to Plan participants and beneficiaries, as well as to our directors and officers subject to Section 16 of the Exchange Act, is expected to begin on September 23, 2022 at 4:00 p.m. Eastern Time and is expected to end at 8:00 a.m. Eastern Time on October 14, 2022. If there is a change to the beginning date or the length of the blackout period, the Company will provide notice of such adjustment as soon as reasonably practicable. The Company’s common stockholders or other interested persons may obtain, without charge, the actual beginning and ending dates of the blackout period (during the blackout period and for a period of two years after the ending date of the blackout period) and answers to other inquiries about the blackout period by contacting Brian Hanigan, Corporate Secretary, Enovis Corporation, at 2711 Centerville Road, Suite 400, Wilmington, DE 19808, or by calling (302) 252-9160.
Item 9.01 | Financial Statements and Exhibits. |