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8-KAccepted Oct 21, 5:10 PM ET

Integer Holdings Corp: stockholders approve merger agreement

ITGRInteger Holdings Corp

Accepted (ET)

5:10 PM

Oct 21, 2026

Filed

Oct 21, 2026

Documents

15

Size

248.0 KB

Summary

Integer Holdings Corp: stockholders approve merger agreement

Updated

What happened

  • On Oct 21, 2026, Integer Holdings Corporation reported that it held a special meeting of stockholders and that the first proposal to adopt the Agreement and Plan of Merger, dated Aug 2, 2026, by and among the Company, Armstrong Parent, Inc. and Armstrong Bidco, Inc. was approved.
  • The filing reports that 26,077,841 shares were present virtually or by proxy, representing approximately 76.70% of the 33,997,068 shares outstanding as of the Sep 8, 2026 record date.
  • The Company also reported it issued a press release announcing that the stockholder approval required in connection with the transaction has been obtained and that the transaction is expected to close by the end of 2026, subject to satisfaction or waiver of customary closing conditions.

Key details

  • First Proposal (adopt the Merger Agreement): For 26,065,335; Against 10,513; Abstain 1,993.
  • Second Proposal (advisory approval of transaction-related executive compensation): For 23,859,897; Against 2,172,522; Abstain 45,422.
  • The Merger Agreement is between the Company, Armstrong Parent, Inc. (Parent) and Armstrong Bidco, Inc. (Merger Sub); Parent and Merger Sub are affiliates of investment funds managed by Kohlberg Kravis Roberts & Co. L.P.
  • The Company filed the press release as Exhibit 99.1 and disclosed the expected timing of closing as by the end of 2026, subject to customary closing conditions.

Why it may matter

  • Item reported: Item 5.07 (submission of matters to a vote of security holders) discloses the stockholder votes on the merger agreement and related advisory compensation proposal; Item 7.01 (regulation FD disclosure) discloses the press release about obtaining stockholder approval and the expected closing timing.
  • The filing states the voting results and that the Company issued a press release announcing stockholder approval and the expected closing timeline. A filing does not show why the insider traded or why the company acted.

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