Integer Holdings Corp. Files Definitive Proxy Statement

Ticker: ITGR · Form: DEF 14A · Filed: Apr 8, 2024 · CIK: 1114483

Integer Holdings CORP DEF 14A Filing Summary
FieldDetail
CompanyInteger Holdings CORP (ITGR)
Form TypeDEF 14A
Filed DateApr 8, 2024
Risk Levellow
Pages15
Reading Time18 min
Key Dollar Amounts$0.001, $1.597 b, $180 million, $116 million, $46 million
Sentimentneutral

Sentiment: neutral

Topics: DEF 14A, Integer Holdings Corp, Executive Compensation, Equity Awards, Proxy Statement

TL;DR

<b>Integer Holdings Corp. filed its DEF 14A proxy statement for the fiscal year ending December 31, 2023, detailing executive compensation and equity awards.</b>

AI Summary

Integer Holdings Corp (ITGR) filed a Proxy Statement (DEF 14A) with the SEC on April 8, 2024. Integer Holdings Corp. filed a Definitive Proxy Statement (DEF 14A) on April 8, 2024. The filing covers the fiscal year ending December 31, 2023. The company was formerly known as Greatbatch, Inc. and Wilson Greatbatch Technologies Inc. Integer Holdings Corp. is in the Electromedical & Electrotherapeutic Apparatus industry (SIC 3845). The filing includes details on equity awards granted, vested, and forfeited for PEO and Non-PEO members across fiscal years 2020-2023.

Why It Matters

For investors and stakeholders tracking Integer Holdings Corp, this filing contains several important signals. This DEF 14A filing provides shareholders with crucial information regarding executive compensation, including details on equity awards, which can influence voting decisions on executive pay proposals. Understanding the company's historical executive compensation practices, as detailed in this filing, is important for assessing management's alignment with shareholder interests and the company's long-term performance.

Risk Assessment

Risk Level: low — Integer Holdings Corp shows low risk based on this filing. The filing is a routine DEF 14A, providing standard disclosures on executive compensation and corporate governance, with no immediate red flags indicating high risk.

Analyst Insight

Review the executive compensation details and equity award structures to understand potential impacts on shareholder value and management incentives.

Key Numbers

Key Players & Entities

FAQ

When did Integer Holdings Corp file this DEF 14A?

Integer Holdings Corp filed this Proxy Statement (DEF 14A) with the SEC on April 8, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by Integer Holdings Corp (ITGR).

Where can I read the original DEF 14A filing from Integer Holdings Corp?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by Integer Holdings Corp.

What are the key takeaways from Integer Holdings Corp's DEF 14A?

Integer Holdings Corp filed this DEF 14A on April 8, 2024. Key takeaways: Integer Holdings Corp. filed a Definitive Proxy Statement (DEF 14A) on April 8, 2024.. The filing covers the fiscal year ending December 31, 2023.. The company was formerly known as Greatbatch, Inc. and Wilson Greatbatch Technologies Inc..

Is Integer Holdings Corp a risky investment based on this filing?

Based on this DEF 14A, Integer Holdings Corp presents a relatively low-risk profile. The filing is a routine DEF 14A, providing standard disclosures on executive compensation and corporate governance, with no immediate red flags indicating high risk.

What should investors do after reading Integer Holdings Corp's DEF 14A?

Review the executive compensation details and equity award structures to understand potential impacts on shareholder value and management incentives. The overall sentiment from this filing is neutral.

How does Integer Holdings Corp compare to its industry peers?

Integer Holdings Corp. operates in the Electromedical & Electrotherapeutic Apparatus industry, focusing on the design and manufacturing of medical devices and components.

Are there regulatory concerns for Integer Holdings Corp?

The filing is a DEF 14A, a standard SEC filing required for companies soliciting proxies from shareholders for annual or special meetings, adhering to the Securities Exchange Act of 1934.

Industry Context

Integer Holdings Corp. operates in the Electromedical & Electrotherapeutic Apparatus industry, focusing on the design and manufacturing of medical devices and components.

Regulatory Implications

The filing is a DEF 14A, a standard SEC filing required for companies soliciting proxies from shareholders for annual or special meetings, adhering to the Securities Exchange Act of 1934.

What Investors Should Do

  1. Analyze the detailed breakdown of equity awards granted to PEO and Non-PEO members for fiscal years 2020-2023.
  2. Review any disclosed changes in executive compensation policies or structures compared to previous filings.
  3. Assess the company's historical performance in relation to executive compensation trends presented in the filing.

Key Dates

Year-Over-Year Comparison

This filing is a DEF 14A, which typically provides information on executive compensation and corporate governance, and does not directly compare financial performance metrics to a prior filing in the same way an 8-K or 10-K might.

Filing Stats: 4,406 words · 18 min read · ~15 pages · Grade level 16.5 · Accepted 2024-04-08 16:18:49

Key Financial Figures

Filing Documents

Executive Compensation

Executive Compensation 32 202 3 Summary Compensation Table 32 202 3 Grants of Plan-Based Awards 34 Outstanding Equity Awards at 202 3 Fiscal Year-End 35 Stock Vested in 202 3 36 Equity Compensation Plan Information 37 Potential Payments Upon Termination of Employment or Change in Control 38 CEO Pay Ratio 42 Pay Versus Performance 43 Corporate Governance and Board Matters 47 Leadership Structure of the Board 47 Board Independence 48 Enterprise Risk Management 48 Committees and Meetings of the Board 48 Executive Sessions of the Board 50 Board/Committee/Director Evaluations 50 Communications with the Board 50 Compensation Committee Interlocks and Insider Participation 51 Director Compensation 51 Related-Person Transactions 53 Audit Committee Report 53 Other Governance Practices 54

Security Ownership of Certain Beneficial Owners and Management

Security Ownership of Certain Beneficial Owners and Management 57 Other Matters 59 General Information – Questions and Answers 60 Appendix A A-1 Table of Contents PROXY STATEMENT SUMMARY INTEGER HOLDINGS CORPORATION PROXY STATEMENT 2024 ANNUAL MEETING OF STOCKHOLDERS PROXY STATEMENT SUMMARY To assist you in reviewing the proxy statement for the 2024 Annual Meeting of Stockholders (the "Annual Meeting"), we call your attention to the following summary information, which highlights certain information contained elsewhere in this proxy statement. This summary does not contain all of the information that you should consider, and you should read the entire proxy statement carefully before voting. References in this proxy statement to the "Company," "Integer," "we," or "our" refer to Integer Holdings Corporation and references to the "Board" refer to the Company's Board of Directors. The Notice and Access Letter is first being mailed, and this proxy statement and the accompanying form of proxy are first being made available, to Company's stockholders beginning on or about April 8, 2024. Web links throughout this proxy statement are inactive textual references provided for convenience only, and the content on the referenced websites is not incorporated herein by reference and does not constitute a part of this proxy statement. Information regarding our Annual Meeting Date and Time Wednesday, May 22, 2024 at 9:00 a.m., Eastern Time Place New York Stock Exchange 11 Wall Street, New York, NY 10005 Stockholders who wish to attend the Annual Meeting must pre-register. See pages 61 and 62 of this proxy statement for registration instructions and identification requirements. Record Date March 25, 2024 Voting Stockholders as of the Record Date are entitled to vote their shares of common stock, $0.001 par value per share, at the Annual Meeting. Each share of common stock is entitled to one vote for each director nominee and one vote for each of t

Executive Compensation Highlights

Executive Compensation Highlights The Company's compensation program is designed to provide a competitive compensation package that will attract, retain and motivate our executives to drive the Company's success through high performance and innovation, to link our executives' compensation to short- and long-term performance of the Company and to align our executives' compensation with the interests of our stockholders. To do this, we: Provide our NEOs with a fixed level of cash compensation in the form of base salary that is consistent with their skill level, experience, knowledge, length of service with the Company and the level of responsibility and complexity of their position, and is generally targeted at the competitive market median of our peer group; Provide an annual short-term incentive program cash incentive award with the objective of providing a competitive level of performance-based annual compensation at the target achievement level, with the opportunity for incentive compensation above target if stretch performance is achieved, and with metrics that focus on key measures of success that the executive team is able to impact over an annual timeframe; and Provide a long-term incentive plan ("LTI") award that is the largest component of our NEOs' target direct total compensation and is designed to align management's performance incentives and pay outcomes with the interests of our stockholders by linking executive pay to stockholder value creation as the award consists of a combination of performance stock units ("PSUs") that use organic revenue growth as the performance metric (one-third of the award) and relative total stockholder return versus our peer group as the performance metric (one-third of the award), and time-based restricted stock units ("RSUs") that vest ratably over a three-year period (one-third of the award). During 2023, the Compensation and Organization Committee (the "Compensation Committee") continued its stockholder supported ph

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