Smith Diron 4

Accession 0001977225-26-000003

CIK 0001114483other

Filed

Jan 20, 7:00 PM ET

Accepted

Jan 21, 8:51 PM ET

Size

19.1 KB

Accession

0001977225-26-000003

AI-generated summary of this filing

Updated Jan 22, 2026

Integer (ITGR) CFO Smith Diron Exercises RSUs, Sells Shares

What Happened

Smith Diron, EVP and Chief Financial Officer of Integer Holdings (ITGR), converted vested restricted stock units (RSUs) into 3,360 common shares across Jan 17–20, 2026 (1,359 on Jan 17; 1,709 on Jan 19; 292 on Jan 20).
To cover tax withholding, 848 shares were surrendered on Jan 19 at $85.78 for $72,741 and 72 shares were surrendered on Jan 20 at $85.15 for $6,131 (total ~$78,872).
Separately, Diron was granted 7,091 RSUs on Jan 16, 2026 (recorded as a derivative award at $0), which vest in scheduled future installments per the grant terms.

Key Details

Transaction dates & prices:
- Jan 16, 2026: Grant of 7,091 RSUs (derivative award; $0 price).
- Jan 17, 2026: 1,359 RSUs converted to shares.
- Jan 19, 2026: 1,709 RSUs converted to shares; 848 shares withheld to pay taxes at $85.78 (proceeds $72,741).
- Jan 20, 2026: 292 RSUs converted to shares; 72 shares withheld at $85.15 (proceeds $6,131).
Shares owned after the transactions: Not specified in the provided filing details.
Important footnotes from the filing:
- F1: RSUs convert to common stock one-for-one.
- F2: The Jan 16, 2026 grant vests in three equal annual installments starting Jan 16, 2027.
- F3–F5: Prior RSU grants (Jan 17, 2025; Jan 19, 2024; Jan 20, 2023) vest in similar three‑year schedules (vesting start dates noted in footnotes).
Filing: Report filed Jan 21, 2026 (reporting period includes Jan 16–20, 2026). Form 4 deadline is generally two business days after a transaction; consult the official filing for any timeliness notation.

Context

These entries reflect RSU conversions and tax-withholding (codes M for conversion/exercise and F for shares surrendered to cover taxes), not open-market purchases or voluntary sales. Shares withheld to satisfy tax obligations are routine and do not necessarily indicate a change in the insider’s market view.
The Jan 16 grant is a future‑vesting RSU award (not an immediate purchase).

Form 4

Period: 2026-01-16

EVP, Chief Financial Officer

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-01-17+1,359→ 9,056.83 total
Exercise/Conversion
Common Stock
[F1]
2026-01-19+1,709→ 10,765.83 total
Exercise/Conversion
Common Stock
[F1]
2026-01-20+292→ 11,057.83 total
Tax Payment
Common Stock
2026-01-19$85.78/sh−848$72,741→ 10,209.83 total
Tax Payment
Common Stock
2026-01-20$85.15/sh−72$6,131→ 10,137.83 total
Award
Restricted Stock Units
[F1][F2]
2026-01-16+7,091→ 7,091 total
→ Common Stock (7,091 underlying)
Exercise/Conversion
Restricted Stock Units
[F1][F3]
2026-01-17−1,359→ 2,719 total
→ Common Stock (1,359 underlying)
Exercise/Conversion
Restricted Stock Units
[F1][F4]
2026-01-19−1,709→ 1,710 total
→ Common Stock (1,709 underlying)
Exercise/Conversion
Restricted Stock Units
[F1][F5]
2026-01-20−292→ 0 total
→ Common Stock (292 underlying)

Footnotes (5)

[F1]Restricted stock units convert into common stock on a one-for-one basis.
[F2]On January 16, 2026, the reporting person was granted restricted stock units, vesting in three equal annual installments beginning on January 16, 2027.
[F3]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.
[F4]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.
[F5]On January 20, 2023, the reporting person was granted 875 restricted stock units, vesting in three equal annual installments beginning on January 20, 2024.

Signature

/s/ Mark Zawodzinski as attorney-in-fact for Diron Smith.|2026-01-21

1 file

Integer Holdings Corp

CIK 0001114483

Entity typeother