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Integer Holdings (NYSE: ITGR) CFO logs RSUs and tax share sales

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Integer Holdings Corp EVP and Chief Financial Officer Diron Smith reported several equity compensation transactions. On January 16, 2026, he received 7,091 restricted stock units (RSUs), which each convert into one share of common stock and vest in three equal annual installments beginning January 16, 2027. On January 17, 19, and 20, previously granted RSUs vested and were settled, delivering 1,359, 1,709, and 292 shares of common stock, respectively, at an exercise price of $0 per share. To cover taxes on these vestings, the company withheld 848 shares at $85.78 per share and 72 shares at $85.15 per share. After these transactions, Smith directly owned about 10,137.83 shares of Integer common stock.

Positive

  • None.

Negative

  • None.
Insider Smith Diron
Role EVP, Chief Financial Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 292 $0.00 --
Exercise Common Stock 292 $0.00 --
Tax Withholding Common Stock 72 $85.15 $6K
Exercise Restricted Stock Units 1,709 $0.00 --
Exercise Common Stock 1,709 $0.00 --
Tax Withholding Common Stock 848 $85.78 $73K
Exercise Restricted Stock Units 1,359 $0.00 --
Exercise Common Stock 1,359 $0.00 --
Grant/Award Restricted Stock Units 7,091 $0.00 --
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock — 11,057.83 shares (Direct)
Footnotes (1)
  1. Restricted stock units convert into common stock on a one-for-one basis. On January 16, 2026, the reporting person was granted restricted stock units, vesting in three equal annual installments beginning on January 16, 2027. On January 17, 2025, the reporting person was granted 4,078 restricted stock units, vesting in three equal annual installments beginning on January 17, 2026. On January 19, 2024, the reporting person was granted 5,128 restricted stock units, vesting in three equal annual installments beginning on January 19, 2025. On January 20, 2023, the reporting person was granted 875 restricted stock units, vesting in three equal annual installments beginning on January 20, 2024.
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Smith Diron

(Last) (First) (Middle)
5830 GRANITE PARKWAY
SUITE 1150

(Street)
PLANO TX 75024

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Integer Holdings Corp [ ITGR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP, Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
01/16/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 01/17/2026 M 1,359 A (1) 9,056.83 D
Common Stock 01/19/2026 M 1,709 A (1) 10,765.83 D
Common Stock 01/20/2026 M 292 A (1) 11,057.83 D
Common Stock 01/19/2026 F 848 D $85.78 10,209.83 D
Common Stock 01/20/2026 F 72 D $85.15 10,137.83 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (1) 01/16/2026 A 7,091 (2) (2) Common Stock 7,091 $0 7,091 D
Restricted Stock Units (1) 01/17/2026 M 1,359 (3) (3) Common Stock 1,359 $0 2,719 D
Restricted Stock Units (1) 01/19/2026 M 1,709 (4) (4) Common Stock 1,709 $0 1,710 D
Restricted Stock Units (1) 01/20/2026 M 292 (5) (5) Common Stock 292 $0 0 D
Explanation of Responses:
1. Restricted stock units convert into common stock on a one-for-one basis.
2. On January 16, 2026, the reporting person was granted restricted stock units, vesting in three equal annual installments beginning on January 16, 2027.
3. On January 17, 2025, the reporting person was granted 4,078 restricted stock units, vesting in three equal annual installments beginning on January 17, 2026.
4. On January 19, 2024, the reporting person was granted 5,128 restricted stock units, vesting in three equal annual installments beginning on January 19, 2025.
5. On January 20, 2023, the reporting person was granted 875 restricted stock units, vesting in three equal annual installments beginning on January 20, 2024.
Remarks:
/s/ Mark Zawodzinski as attorney-in-fact for Diron Smith. 01/21/2026
** Signature of Reporting Person Date
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 4 (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.

FAQ

What insider activity did Integer Holdings (ITGR) report for Diron Smith?

Integer Holdings reported that EVP and CFO Diron Smith received a new equity grant of 7,091 restricted stock units on January 16, 2026, and that multiple previously granted RSUs vested and were converted into common stock over January 17–20, 2026, with shares withheld to satisfy tax obligations.

How many restricted stock units were granted to the ITGR CFO in January 2026?

On January 16, 2026, the CFO was granted 7,091 restricted stock units, which convert into common stock on a one-for-one basis and vest in three equal annual installments starting January 16, 2027.

What RSU vesting and conversions to common stock occurred for ITGR on January 17–20, 2026?

Previously granted RSUs vested and were converted into 1,359 shares on January 17, 1,709 shares on January 19, and 292 shares on January 20, 2026, each at an exercise price of $0 per share, increasing the CFO's direct common stock holdings.

Were any Integer Holdings (ITGR) shares sold to cover taxes on the CFO’s RSU vesting?

Yes. To satisfy tax withholding related to the RSU vesting, 848 shares of Integer common stock were withheld at $85.78 per share on January 19, 2026, and 72 shares were withheld at $85.15 per share on January 20, 2026.

How many Integer common shares did the CFO directly own after these Form 4 transactions?

Following the reported transactions through January 20, 2026, the CFO directly owned approximately 10,137.83 shares of Integer Holdings common stock.

What is the relationship of the reporting person to Integer Holdings (ITGR)?

The reporting person, Diron Smith, is an officer of Integer Holdings Corp, serving as EVP, Chief Financial Officer, and filed this Form 4 as a single reporting person.

Integer Hldgs Corp

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