Integer Holdings notes convertible in Q4 2026

Integer Holdings Corporation has notified holders of its 2.125% Convertible Senior Notes due 2028 that the Sale Price Conversion Condition was met for the quarter ended September 30, 2026. The company disclosed that the Last Reported Sale Price of its common stock exceeded 130% of the Conversion Price for at least 20 trading days within the preceding 30-day period. This development permits noteholders to convert their debt into equity during the calendar quarter ending December 31, 2026. The conversion rate remains fixed at 11.4681 shares of common stock for every $1,000 in principal amount, with no adjustments made to this rate due to the satisfaction of the conversion condition.

The notice was issued pursuant to Section 14.01(b)(iv) of the Indenture dated February 3, 2023, between Integer Holdings and Wilmington Trust, National Association, serving as trustee. Holders may convert all or a portion of their notes, provided the portion is at least $1,000 in principal amount or an integral multiple thereof. The conversion window is strictly limited to the fourth quarter of 2026 and will close prior to the business day immediately preceding November 15, 2027.

Settlement procedures vary depending on how the notes are held. Holders of beneficial interests in a Global Note must follow The Depository Trust Company’s procedures and may need to pay funds for interest payable on the next Interest Payment Date if they are not entitled to it. Holders of certificated notes must deliver an irrevocable Notice of Conversion, surrender duly endorsed notes to the Conversion Agent, and provide any required transfer documents. The Trustee is acting as the Conversion Agent for these transactions.

Upon conversion, Integer Holdings will settle the obligation by paying cash up to the aggregate principal amount. For any conversion obligation exceeding the principal amount, the company may elect to pay cash, shares of common stock, or a combination of both. Consideration will be delivered no later than the second business day following the last trading day of the relevant Observation Period. The company will not issue fractional shares; instead, it will pay cash in lieu based on the Daily VWAP for the last trading day of the Observation Period. Accrued and unpaid interest through the Conversion Date is deemed paid in full and is not cancelled or forfeited.