Bylaw Amendment · Shareholder Vote

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported) May 9, 2025 TELEFLEX INCORPORATED (Exact name of Registrant as Specified in Its Charter) Delaware 1-5353 23-1147939 (State or Other Jurisdiction of Incorporation or Organization) (Commission File Number) (IRS Employer Identification No.) 550 E. Swedesford Rd., Suite 400 Wayne, PA 19087 (Address of Principal Executive Offices) (Zip Code) Registrant’s Telephone Number, Including Area Code (610) 225-6800 Not applicable (Former Name or Former Address, If Changed Since Last Report) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, par value $1 per share TFX New York Stock Exchange Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On May 9, 2025, the Board of Directors of Teleflex Incorporated (the “Company”) approved the amendment and restatement of the Company’s Third Amended and Restated Bylaws (the bylaws, as amended and restated, the “Fourth Amended and Restated Bylaws”). T he only change effected by the amendment and restatement is to delete former Section 2.2.5, which required that that any action taken by the stockholders of the Company be effected at a duly called annual or special meeting of the stockholders and specifically prohibited stockholders from action by consent in writing or by telephone. The Fourth Amended and Restated Bylaws are filed as Exhibit 3.1 to this Current Report on Form 8-K. Item 5.07. Submission of Matters to a Vote of Security Holders. (a) The Company held its 2025 annual meeting of stockholders on May 9, 2025 (the “2025 Annual Meeting”). At the 2025 Annual Meeting, the Company’s stockholders voted on: • the election of nine directors of the Company to serve for a term of one year or until their successors have been duly elected and qualified; • the approval, on an advisory basis, of the compensation of the Company’s named executive officers; • the ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2025; and • a stockholder proposal regarding the continuous holding requirement for calling a special stockholder meeting. (b) The final voting results with respect to each proposal are set forth below. 1.    Election of Directors Name For Against Abstain Broker Non-Votes Candace H. Duncan 28,443,194 11,086,832 79,254 1,581,320 Gretchen R. Haggerty 28,674,816 10,856,097 78,367 1,581,320 John C. Heinmiller 28,666,248 10,852,284 90,748 1,581,320 Liam J. Kelly 27,397,534 12,132,752 78,994 1,581,320 Stephen K. Klasko 25,382,686 14,145,380 81,214 1,581,320 Andrew A. Krakauer 28,199,515 11,327,845 81,920 1,581,320 Neena M. Patil 28,590,304 10,910,246 108,730 1,581,320 Stuart A. Randle 27,030,091 12,493,931 85,258 1,581,320 Jaewon Ryu 28,204,943 11,320,045 84,292 1,581,320 2.    Advisory Vote on Compensation of Named Executive Officers For Against Abstain Broker Non-Votes 29,026,275 10,444,796 138,209 1,581,320 3.    Ratification of Appointment of Independent Registered Public Accounting Firm For Against Abstain Broker Non-Votes 39,677,853 1,440,784 71,964 0 4.    Stockholder Proposal Regarding the Continuous Holding Requirement for Calling a Special Stockholder Meeting For Against Abstain Broker Non-Votes 4,621,969 34,842,111 145,200 1,581,320 Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Title 3.1* - Fourth Amended and Restated Bylaws of Teleflex Incorporated, effective May 9, 2025. 104 - The Cover Page from this Current Report on Form 8-K, formatted in Inline XBRL. *Filed herewith. Date: May 15, 2025 TELEFLEX INCORPORATED By: /s/ Daniel V. Logue Name: Daniel V. Logue Title: Corporate Vice President, General Counsel and Secretary