STOCK TITAN

Integer Holdings: KKR reports 4.75M-share stake

The swap’s $127-per-share settlement price represents the common-stock price payable at the merger closing.

(High)

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Form Type
3

Rhea-AI Filing Summary

Integer Holdings Corp (ITGR) is the issuer in initial ownership reports by KKR Group Partnership L.P., KKR Group Holdings Corp., KKR Group Co. Inc., KKR & Co. Inc., KKR Management LLP, Henry R. Kravis and George R. Roberts; each reporting person is identified as a ten percent owner. The October 5, 2026, entries show 4,753,677 shares of common stock and a cash-settled swap tied to 836,392 common shares, directly held by Tarheel Investors III L.P. The reporting persons disclaim beneficial ownership except to the extent of their pecuniary interests; they have no voting, investment or dispositive control over the shares underlying the swap. Under the merger agreement dated August 2, 2026, Tarheel will receive a cash payment under the swap based on $127 per share, the per-share price payable at merger closing; the swap’s final valuation date is January 8, 2029.

Insights

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Insider KKR Group Partnership L.P., KKR Group Holdings Corp., KKR Group Co. Inc., KKR & Co. Inc., KKR Management LLP, KRAVIS HENRY R, ROBERTS GEORGE R
Role 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner
Type Security Shares Price Value
holding Cash-Settled Swap F4, F1, F2, F3 -- -- --
holding Common Stock F1, F2, F3 -- -- --
Holdings After Transaction: Cash-Settled Swap — 836,392 contracts (Indirect, See Footnotes); Common Stock — 4,753,677 shares (Indirect, See Footnotes)
Footnotes (4)
  1. F1. The reported securities are directly held by Tarheel Investors III L.P. Tarheel Investors III GP LLC is the general partner of Tarheel Investors III L.P. KKR North America Fund XIV SCSp is the sole member of Tarheel Investors III GP LLC. KKR Associates North America XIV SCSp is the general partner of KKR North America Fund XIV SCSp. KKR North America XIV S.a.r.l. is the general partner of KKR Associates North America XIV SCSp. KKR Associates Group L.P. is the sole shareholder of KKR North America XIV S.a.r.l. KKR Associates Group GP LLC is the general partner of KKR Associates Group L.P.
  2. F2. KKR Group Partnership L.P. is the sole member of KKR Associates Group GP LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Messrs. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.
  3. F3. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.
  4. F4. The reported security represents a cash-settled swap with respect to 836,392 shares of Common Stock with a final valuation date of January 8, 2029 (the "Cash Swap"). In connection with an Agreement and Plan of Merger, dated August 2, 2026, by and among the Issuer, Armstrong Parent, Inc. ("Parent") and Armstrong Bidco, Inc. ("Merger Sub"), pursuant to which Merger Sub will merge with and into the Issuer (the "Merger"), with the Issuer surviving as a wholly owned subsidiary of Parent, the Cash Swap will settle pursuant to its terms and Tarheel Investors III L.P. will receive a cash payment based on a settlement price of $127.00 per share of Common Stock, representing the per share price payable at closing of the Merger. The Cash Swap does not give the Reporting Persons direct or indirect voting, investment or dispositive control over any securities of the Issuer. Accordingly, the Reporting Persons disclaim any beneficial ownership in the shares of Common Stock underlying the Cash Swap.
Common stock 4,753,677 shares Reported holding entry dated October 5, 2026; directly held by Tarheel Investors III L.P.
Common shares underlying cash-settled swap 836,392 shares Swap reported October 5, 2026
Swap settlement price $127 per share Price payable per share at merger closing
Final valuation date January 8, 2029 Cash-settled swap
cash-settled swap financial
"cash-settled swap with respect to 836,392 shares"
final valuation date financial
"with a final valuation date of January 8, 2029"
pecuniary interest regulatory
"except to the extent of such Reporting Person’s pecuniary interest"
beneficial ownership regulatory
"disclaims beneficial ownership of the securities reported herein"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What ITGR share positions are reported by the KKR reporting persons?

The October 5, 2026, entries report 4,753,677 shares of common stock and a cash-settled swap tied to 836,392 common shares. Tarheel Investors III L.P. directly holds the securities; the KKR reporting persons report them indirectly.

How will the ITGR cash-settled swap be handled under the merger agreement?

The swap will settle pursuant to its terms, with Tarheel Investors III L.P. receiving a cash payment based on $127 per share. The swap’s final valuation date is January 8, 2029. The August 2, 2026, merger agreement provides for Merger Sub to merge into Integer Holdings Corp, which would survive as a wholly owned subsidiary of Parent.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR Accepted by SEC EDGAR Learn about SEC filing dates
SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
KKR Group Partnership L.P.

(Last)(First)(Middle)
30 HUDSON YARDS

(Street)
NEW YORK NEW YORK 10001

(City)(State)(Zip)

UNITED STATES

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
10/05/2026
3. Issuer Name and Ticker or Trading Symbol
Integer Holdings Corp [ ITGR ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock4,753,677ISee Footnotes(1)(2)(3)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Cash-Settled Swap (4) (4)Common Stock836,392(4)ISee Footnotes(1)(2)(3)
1. Name and Address of Reporting Person*
KKR Group Partnership L.P.

(Last)(First)(Middle)
30 HUDSON YARDS

(Street)
NEW YORK NEW YORK 10001

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
KKR Group Holdings Corp.

(Last)(First)(Middle)
30 HUDSON YARDS

(Street)
NEW YORK NEW YORK 10001

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
KKR Group Co. Inc.

(Last)(First)(Middle)
30 HUDSON YARDS

(Street)
NEW YORK NEW YORK 10001

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
KKR & Co. Inc.

(Last)(First)(Middle)
30 HUDSON YARDS

(Street)
NEW YORK NEW YORK 10001

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
KKR Management LLP

(Last)(First)(Middle)
30 HUDSON YARDS

(Street)
NEW YORK NEW YORK 10001

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
KRAVIS HENRY R

(Last)(First)(Middle)
30 HUDSON YARDS

(Street)
NEW YORK NEW YORK 10001

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
ROBERTS GEORGE R

(Last)(First)(Middle)
C/O KOHLBERG KRAVIS ROBERTS & CO. L.P.
2800 SAND HILL ROAD, SUITE 200

(Street)
MENLO PARK CALIFORNIA 94025

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. The reported securities are directly held by Tarheel Investors III L.P. Tarheel Investors III GP LLC is the general partner of Tarheel Investors III L.P. KKR North America Fund XIV SCSp is the sole member of Tarheel Investors III GP LLC. KKR Associates North America XIV SCSp is the general partner of KKR North America Fund XIV SCSp. KKR North America XIV S.a.r.l. is the general partner of KKR Associates North America XIV SCSp. KKR Associates Group L.P. is the sole shareholder of KKR North America XIV S.a.r.l. KKR Associates Group GP LLC is the general partner of KKR Associates Group L.P.
2. KKR Group Partnership L.P. is the sole member of KKR Associates Group GP LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Messrs. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.
3. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.
4. The reported security represents a cash-settled swap with respect to 836,392 shares of Common Stock with a final valuation date of January 8, 2029 (the "Cash Swap"). In connection with an Agreement and Plan of Merger, dated August 2, 2026, by and among the Issuer, Armstrong Parent, Inc. ("Parent") and Armstrong Bidco, Inc. ("Merger Sub"), pursuant to which Merger Sub will merge with and into the Issuer (the "Merger"), with the Issuer surviving as a wholly owned subsidiary of Parent, the Cash Swap will settle pursuant to its terms and Tarheel Investors III L.P. will receive a cash payment based on a settlement price of $127.00 per share of Common Stock, representing the per share price payable at closing of the Merger. The Cash Swap does not give the Reporting Persons direct or indirect voting, investment or dispositive control over any securities of the Issuer. Accordingly, the Reporting Persons disclaim any beneficial ownership in the shares of Common Stock underlying the Cash Swap.
Remarks:
Because no more than 10 reporting persons can file any one Form 3 through the Securities and Exchange Commission's EDGAR system, certain affiliates of the Reporting Persons have filed a separate Form 3. Exhibit List: Exhibit 24 - Powers of Attorney
See Exhibit 99.110/15/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)

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