06/03/2026 | Press release | Distributed by Public on 06/03/2026 14:55
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Non-Qualified Stock Option (right to buy) | $15.67 | 06/01/2026 | A | 705,468 | (1) | 06/01/2034 | Common Stock | 705,468 | $ 0 | 705,468 | D | ||||
| Restricted Stock Units | (2) | 06/01/2026 | A | 365,297 | (3) | (3) | Common Stock | 365,297 | $ 0 | 365,297 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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ESSIG STUART 1100 CAMPUS ROAD PRINCETON, NJ 08540 |
X | President and CEO | ||
| /s/ Michael Hutchinson; Attorney-in-Fact for Stuart Essig | 06/03/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | This award consists of (x) 482,976 stock options granted pursuant to the equity award provisions of the Reporting Person's employment agreement with the Issuer (the "Employment Agreement"), and (y) 222,492 stock options granted at the discretion of the Compensation Committee of the Issuer's Board of Directors (the "Compensation Committee"). All stock options reported in this row were granted under the Integra LifeSciences Holdings Corporation Fifth Amended and Restated 2003 Equity Incentive Plan, as amended (the "Plan") and will vest as to one-third of such stock options on the first anniversary of 5/1/2026 and thereafter in monthly installments through the following twenty-four months, in each case subject to the Reporting Person's continued service through the applicable vesting dates. |
| (2) | Grant of restricted stock units ("RSUs") pursuant to the Plan. Each RSU represents a contingent right to receive one share of the Issuer's common stock. |
| (3) | This award consists of (x) 255,265 RSUs granted pursuant to the equity award provisions of the Employment Agreement, and (y) 110,032 RSUs granted at the discretion of the Compensation Committee. All RSUs reported in this row were granted under the Plan and will vest as to one-third of the shares on the first anniversary of 5/1/2026 and thereafter in monthly installments through the following twenty-four months, in each case subject to the Reporting Person's continued service through the applicable vesting dates. |