$ITGR·8-K

Integer Holdings Corp · Jun 26, 4:18 PM ET

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Integer Holdings Corp 8-K

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Integer Holdings Corp Announces Executive Role Change for Jim Stephens

What Happened Integer Holdings Corporation reported that its Compensation and Organization Committee approved changes to Jim Stephens’ compensation as he transitions from President, Cardiac Rhythm Management & Neuromodulation to Executive Vice President, Special Projects effective June 29, 2026. A letter agreement dated June 26, 2026 sets the new role to end on March 31, 2027 (the “Termination Date”) unless earlier terminated by Mr. Stephens or the Company. The filing also clarifies certain change-of-control treatment under Mr. Stephens’ Amended and Restated Change of Control Agreement dated May 22, 2026.

Key Details

  • Effective date of new role: June 29, 2026.
  • Role end (Termination Date): March 31, 2027, per letter agreement dated June 26, 2026.
  • If a Change of Control (as defined in the May 22, 2026 CIC Agreement) occurs on or before the Termination Date and Mr. Stephens remains employed through that date, his separation will be treated as a termination without Cause for CIC Agreement purposes.
  • Mr. Stephens will not be eligible for short-term or long-term incentive awards in 2027; all other employment terms remain unchanged.

Why It Matters This 8-K documents a planned leadership transition in a key division (Cardiac Rhythm Management & Neuromodulation) and a fixed short-term assignment for Mr. Stephens through March 31, 2027. The change-of-control clause could affect how any potential acquisition or similar event impacts Mr. Stephens’ separation benefits under the CIC Agreement. The suspension of 2027 incentive awards is a concrete near-term compensation change that may modestly reduce short-term executive-related expense.

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