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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________
FORM 8-K
_________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 10, 2025
_______________________________
INTEGER HOLDINGS CORPORATION
(Exact name of registrant as specified in its charter)
_______________________________
| Delaware | 1-16137 | 16-1531026 |
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
5830 Granite Parkway, Suite 1150
Plano, Texas 75024
(Address of Principal Executive Offices) (Zip Code)
(214) 618-5243
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
_______________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock, $0.001 par value per share | ITGR | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
On July 10, 2025, Integer Holdings Corporation (the “Company”) announced the election of Michael J. Coyle to its Board of Directors (the “Board”), at which time it increased the size of the Board to 11, effective immediately. Mr. Coyle will serve on the Company’s Audit Committee, Compensation & Organization Committee, and Technology Strategy Committee. As a director, he will be entitled to receive compensation in accordance with the Company’s Director Compensation Policy and as such compensation was described in the Company’s Annual Proxy Statement, filed with the Securities and Exchange Commission on April 7, 2025. Mr. Coyle’s term as director will continue until the next annual meeting of stockholders and until his successor is elected and qualified or until his earlier death, resignation or removal.
There are no arrangements or understandings between Mr. Coyle and any other person pursuant to which he was elected as a director. Further, Mr. Coyle is not party to any transaction with the Company that would require disclosure under Item 404(a) of Regulation S-K of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
On July 10, 2025, the Company issued a press release announcing the appointment of Mr. Coyle. A copy of the release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
In accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 hereto, shall not be deemed “filed” for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended or the Exchange Act, except as shall be expressly set forth by specific references in such a filing.
(d) Exhibits
| Exhibit Number | Description of Exhibit | |
| 99.1 | Press Release dated July 10, 2025 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| INTEGER HOLDINGS CORPORATION | ||
| Date: July 10, 2025 | By: | /s/ Lindsay K. Blackwood |
| Lindsay K. Blackwood | ||
| Senior Vice President, General Counsel and Corporate Secretary | ||
EXHIBIT 99.1
Integer Appoints Michael Coyle to Board of Directors
~ New Director Brings Extensive Medical Device Industry Leadership and Technology Experience to Integer Board ~
PLANO, Texas, July 10, 2025 (GLOBE NEWSWIRE) -- Integer Holdings Corporation (NYSE: ITGR), a leading global medical device contract development and manufacturing organization (CDMO), today announced it has appointed Michael Coyle to its Board of Directors.
Coyle brings more than 40 years of leadership in the medical device industry to Integer and joins the Board as a member of the Audit Committee, Compensation & Organization Committee, and Technology Strategy Committee.
He most recently served as president and CEO of iRhythm Technologies, a digital healthcare company. Before that, he was executive vice president and group president of Medtronic’s cardio and vascular group and held leadership roles at St. Jude Medical and Eli Lilly earlier in his career.
Coyle is currently a director on the Haemonetics Corporation and BaroPace boards and previously held positions on the boards of VNUS Medical Technologies, Inc. and Volcano Corporation.
He earned a master's degree in business administration from the Wharton School of Business, University of Pennsylvania, and a bachelor's degree from Case Western Reserve University. He additionally holds six U.S. patents related to cardiovascular medical device products and technologies.
“Integer’s Board regularly evaluates its composition to ensure it encompasses the appropriate skills, background and perspectives necessary to drive growth for Integer’s shareholders,” said Pamela Bailey, Integer Board Chair. “We are pleased to welcome Michael Coyle, whose extensive medical device industry experience and proven leadership in global business and technology will contribute significantly to our strategic initiatives and culture.”
“The executive leadership team and I look forward to working with Michael as we execute our strategy to deliver sustained outperformance,” said Joseph Dziedzic, Integer president and CEO. “We are confident Michael's expertise will contribute to Integer’s contract development and manufacturing outsourcing strategy, furthering our position as our customers’ partner of choice for innovative medical technologies and services as we realize our vision to enhance the lives of patients worldwide.”
About Integer®
Integer Holdings Corporation (NYSE: ITGR) is one of the largest medical device contract development and manufacturing organizations (CDMO) in the world, serving the cardiac rhythm management, neuromodulation, and cardio and vascular markets. As a strategic partner of choice to medical device companies and OEMs, the Company is committed to enhancing the lives of patients worldwide by providing innovative, high-quality products and solutions. The Company's brands include Greatbatch Medical® and Lake Region Medical®. Additional information is available at www.integer.net.
| Investor Relations: | Media Relations: |
| Kristen Stewart | Kelly Butler |
| kristen.stewart@integer.net | kelly.butler@integer.net |
| 551.337.3973 | 469.731.6617 |