SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Flanagan Joseph F

(Last) (First) (Middle)
10000 WEHRLE DRIVE

(Street)
CLARENCE NY 14031

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Integer Holdings Corp [ ITGR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP, Quality & Regulatory Affa
3. Date of Earliest Transaction (Month/Day/Year)
02/28/2019
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/28/2019 A(1) 1,292 A (2) 10,676 D
Common Stock 02/28/2019 A(3) 2,004 A (2) 12,680 D
Common Stock 02/28/2019 F 1,008 D $90.96 11,672 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units $0.00(2) 02/28/2019 A 2,004 (4) (4) Common 2,004 $0.00 2,004 D
Restricted Stock Units $0.00(2) 02/28/2019 A 1,245 (5) (5) Common 1,245 $0.00 1,245 D
Explanation of Responses:
1. Represent the portion of a performance-based restricted stock unit ("PRSU") award made on January 4, 2016 that was determined to be earned based on performance for the period ending December 28, 2018. The established performance and service conditions were determined to have been met as of February 28, 2019.
2. Restricted stock units convert into common stock on a one-for-one basis.
3. Represent the portion of a PRSU award made on February 6, 2017 that was determined to be earned based on performance for the period ending December 28, 2018. The established performance and service conditions were determined to have been met as of February 28, 2019.
4. Represent the portion of a PRSU award made on February 6, 2017 that was determined to be earned based on performance for the period ending December 28, 2018. The established performance conditions were determined to have been met as of February 28, 2019. The PRSUs are scheduled to vest on January 3, 2020, provided the reporting person is employed by the Issuer on the vesting date.
5. Grant of restricted stock units that vest in three approximately equal annual installments on the last day of each fiscal year beginning in 2019.
Remarks:
/s/ Mark Zawodzinski as attorney-in-fact for Joseph F. Flanagan. 03/04/2019
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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