On December 11, 2023, Orthofix Medical Inc. (the ?Company?) entered into a cooperation agreement (the ?Cooperation Agreement?) with Engine Capital, L.P., Engine Jet Capital, L.P., Engine Lift Capital, LP, Engine Capital Management, LP, Engine Capital Management GP, LLC, Engine Investments, LLC and Engine Investments II, LLC and Arnaud Ajdler (collectively, the ?Engine Group?). Pursuant to the Cooperation Agreement, the Board of Directors of the Company (the ?Board?) expanded the size of the Board from eight to eleven directors, and appointed Alan L. Bazaar to the Board effective as of December 12, 2023, and Michael M. Finegan and Charles R. Kummeth to the Board effective December 14, 2023 (collectively, the ?New Directors?). Each of the New Directors is appointed for a term expiring at the Company?s 2024 annual meeting of stockholders (the ?2024 Annual Meeting?).

Additionally, pursuant to the Cooperation Agreement, the Board (i) formed a Strategy Committee of the Board (the ?Strategy Committee?) consisting of Catherine M. Burzik, Mr. Finegan, John Henneman, III and Mr. Kummeth (with Mr. Finegan serving as Chair), which committee shall exist at least through the date of the 2024 Annual Meeting, (ii) appointed Mr. Bazaar to the Audit and Finance Committee of the Board, (iii) appointed Mr. Kummeth to the Nominating, Governance and Sustainability Committee of the Board, (iv) appointed Mr. Finegan to the Compliance and Ethics Committee of the Board, and (v) appointed Messrs. Bazaar and Kummeth to the Compensation and Talent Development Committee of the Board, replacing Mr. Henneman and Shweta Singh Maniar on such committee. Pursuant to the Cooperation Agreement, the Company has also agreed to (i) nominate each of Messrs.

Bazaar, Finegan and Kummeth for election to the Board at the 2024 Annual Meeting and support such New Directors at the 2024 Annual Meeting in the same manner as the Company?s other nominees at the 2024 Annual Meeting, (ii) ensure that three of the directors serving on the Board as of December 11, 2023 (prior to the appointment of Messrs. Bazaar, Finegan and Kummeth) will not stand for re-election at the 2024 Annual Meeting, (iii) elect one of Messrs. Bazaar, Finegan or Kummeth as Chair of the Board effective as of the conclusion of the 2024 Annual Meeting, and (iv) elect one of Messrs.

Bazaar, Finegan or Kummeth as Chair of the Compensation and Talent Development Committee of the Board on the date of the 2024 Annual Meeting. Furthermore, the Company agreed that until the 2024 Annual Meeting, the size of the Board shall be no greater than twelve members, and immediately following the 2024 Annual Meeting, the size of the Board shall be no greater than nine members.