Form 4: Integer Holdings CEO Settles Performance Restricted Stock Units

Sentiment:

SEC Form 4


Integer Holdings Corp CEO Joseph W. Dziedzic settled performance restricted stock units (PRSUs) into common stock and disposed of shares to cover tax obligations.

Summary

  • On March 11, 2025, Joseph W. Dziedzic, President & CEO of Integer Holdings Corp, settled 36,202 performance restricted stock units (PRSUs) into shares of common stock.
  • These PRSUs vested on March 11, 2024, after meeting a stock price performance condition of $100 per share and a two-year service-based vesting condition.
  • The settlement was deferred for twelve months after vesting.
  • Dziedzic also disposed of 13,395 shares of common stock to satisfy tax obligations at a price of $120.14 per share.
  • Following these transactions, Dziedzic directly owns 314,591 shares of Integer Holdings Corp.
  • He also holds 36,202 remaining PRSUs that vested on June 11, 2024, and will settle into common stock on June 11, 2025.

Sentiment

Score: 7

Explanation: The sentiment is moderately positive as the vesting of PRSUs indicates the achievement of performance targets. The disposal of shares for tax obligations is a neutral event.

Positives

  • The vesting of PRSUs indicates that the company met performance targets related to stock price, exceeding $100 per share.
  • The CEO's continued direct ownership of 314,591 shares demonstrates a continued investment in the company's success.

Negatives

  • The disposal of 13,395 shares, while for tax obligations, represents a reduction in the CEO's holdings.

Risks

  • Future stock price fluctuations could impact the value of the remaining PRSUs.
  • Changes in tax laws could affect future stock disposal strategies.

Future Outlook

The remaining 36,202 PRSUs will settle into common stock on June 11, 2025.

Industry Context

Executive compensation through stock options and restricted stock units is a common practice in publicly traded companies to align management's interests with those of shareholders. The vesting of these units is often tied to performance metrics, such as stock price appreciation.

Comparison to Industry Standards

  • Stock price performance-based vesting conditions are common in executive compensation packages within the medical device industry.
  • Deferred settlement periods after vesting are also used to retain executives and align their interests with long-term shareholder value.
  • Comparable companies such as Medtronic, Boston Scientific, and Abbott also utilize similar equity-based compensation strategies.

Stakeholder Impact

  • Shareholders may view the vesting of PRSUs positively as it reflects the achievement of performance targets.
  • Employees may be motivated by the company's stock price performance.

Next Steps

  • The remaining 36,202 PRSUs will settle into common stock on June 11, 2025.

Key Dates

DateDescription
03/11/2022Date PRSUs were granted to the reporting person
03/11/2024Date PRSUs vested after meeting stock price and service conditions
06/11/2024Date remaining PRSUs vested
03/11/2025Date of PRSU settlement and stock disposal
06/11/2025Date remaining PRSUs will settle into common stock
03/13/2025Date of signature for the Form 4 filing

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