Integer CFO receives stock awards, tax withholding

Q: What insider transactions did Integer Holdings (ITGR) report for Diron Smith?

Diron Smith reported equity grants and a tax withholding. He received 798 and 817 shares of Common Stock from vesting performance-based restricted stock units, and 394 shares were disposed of at $84.85 per share to satisfy tax obligations, leaving 11,358.83 shares directly owned.

Q: What is Diron Smith’s role at Integer Holdings (ITGR) in this Form 4?

Diron Smith is the EVP and Chief Financial Officer. The Form 4 reports his direct ownership changes in Integer Holdings Common Stock, showing performance-based equity awards vesting and a related tax-withholding share disposition, all tied to his executive compensation package.

Integer Holdings Corp EVP and Chief Financial Officer Diron Smith reported equity compensation activity in Common Stock.

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Rhea-AI Filing Summary

Integer Holdings Corp EVP and Chief Financial Officer Diron Smith reported equity compensation activity in Common Stock. On February 20, 2026, he acquired 798 and 817 shares at $0.00 per share from the vesting of performance-based restricted stock units tied to multi-year financial and relative total shareholder return goals. On the same date, 394 shares at $84.85 per share were disposed of to cover tax obligations, leaving him with 11,358.83 directly owned shares after these transactions.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Smith Diron

Role EVP, Chief Financial Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	798	$0.00	$0.00
Grant/Award	Common Stock	817	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	394	$84.85	$33K

Holdings After Transaction: Common Stock — 11,358.83 shares (Direct)

Footnotes (2)

F1. Represents the vesting of performance-based restricted stock units ("PSU") that have vested based upon the satisfaction of specified financial performance targets based upon organic sales growth achievement for each of 2023, 2024 and 2025. The criteria for the vesting of these PSUs into shares has been met.
F2. Represents the vesting of PSUs that have vested based upon the satisfaction of 3-year relative total shareholder return goals. The criteria for the vesting of these PSUs into shares has been met.

FAQ

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

Diron Smith reported equity grants and a tax withholding. He received 798 and 817 shares of Common Stock from vesting performance-based restricted stock units, and 394 shares were disposed of at $84.85 per share to satisfy tax obligations, leaving 11,358.83 shares directly owned.

On what date did the reported ITGR insider transactions occur?

All reported Integer Holdings transactions occurred on February 20, 2026. On that date, performance-based restricted stock units vested into Common Stock and a portion of shares was withheld and disposed of at $84.85 per share to cover related tax liabilities.

What triggered the vesting of Diron Smith’s performance stock units at ITGR?

The vesting was triggered by meeting multi-year performance goals. One PSU grant vested based on organic sales growth for 2023, 2024 and 2025, while another vested upon satisfaction of three-year relative total shareholder return goals, after which the units converted into shares of Common Stock.

How many Integer Holdings shares were disposed of for taxes in this Form 4?

A total of 394 Common Stock shares were disposed of for taxes. These shares were delivered at a price of $84.85 per share to satisfy tax liabilities associated with the vesting of performance-based restricted stock units awarded to EVP and CFO Diron Smith.

What is Diron Smith’s role at Integer Holdings (ITGR) in this Form 4?

Diron Smith is the EVP and Chief Financial Officer. The Form 4 reports his direct ownership changes in Integer Holdings Common Stock, showing performance-based equity awards vesting and a related tax-withholding share disposition, all tied to his executive compensation package.

How many Integer Holdings shares does Diron Smith own after these transactions?

Diron Smith directly owns 11,358.83 shares after the transactions. This figure reflects the net result of performance-based restricted stock units vesting into Common Stock and the disposition of 394 shares at $84.85 per share to satisfy associated tax obligations.

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Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 02/24/2026 - 07:19 PM

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

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)
02/20/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/20/2026		A		798⁽¹⁾	A	$0	10,935.83	D
Common Stock	02/20/2026		A		817⁽²⁾	A	$0	11,752.83	D
Common Stock	02/20/2026		F		394	D	$84.85	11,358.83	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents the vesting of performance-based restricted stock units ("PSU") that have vested based upon the satisfaction of specified financial performance targets based upon organic sales growth achievement for each of 2023, 2024 and 2025. The criteria for the vesting of these PSUs into shares has been met.

2. Represents the vesting of PSUs that have vested based upon the satisfaction of 3-year relative total shareholder return goals. The criteria for the vesting of these PSUs into shares has been met.

Remarks:

	/s/ Mark Zawodzinski as attorney-in-fact for Diron Smith.	02/24/2026
	** 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.

Source: View Original Filing on SEC EDGAR