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STOCK-BASED COMPENSATION | 6 Months Ended
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Jun. 27, 2025
Share-Based Payment Arrangement [Abstract] |
STOCK-BASED COMPENSATION | STOCK-BASED COMPENSATION The Company maintains certain stock-based compensation plans that were approved by the Company’s stockholders and are administered by the Board of Directors (the “Board”) or the Compensation and Organization Committee (the “Compensation Committee”) of the Board. The stock-based compensation plans provide for the granting of stock options, restricted stock awards, performance awards, time-based restricted stock units (“RSUs”), performance-based RSUs (“PRSUs”), stock appreciation rights and stock bonuses to employees, non-employee directors, consultants, and service providers. Stock-based Compensation Expense The classification of stock-based compensation expense was as follows (in thousands):
| Three Months Ended |  | Six Months Ended
| June 27, 2025 |  | June 28, 2024 |  | June 27, 2025 |  | June 28, 2024
RSUs and PRSUs | $ | 5,656 |  |  | $ | 5,745 |  |  | $ | 12,536 |  |  | $ | 12,491 |
Discontinued operations | — |  |  | 21 |  |  | — |  |  | 123 |
Total stock-based compensation expense | $ | 5,656 |  |  | $ | 5,766 |  |  | $ | 12,536 |  |  | $ | 12,614 |
Cost of sales | $ | 1,083 |  |  | $ | 821 |  |  | $ | 2,506 |  |  | $ | 2,080 |
Selling, general and administrative | 4,360 |  |  | 4,679 |  |  | 9,408 |  |  | 9,780 |
Research, development and engineering | 267 |  |  | 230 |  |  | 647 |  |  | 596 |
Restructuring and other charges | (54) |  |  | 15 |  |  | (25) |  |  | 35 |
Discontinued operations | — |  |  | 21 |  |  | — |  |  | 123 |
Total stock-based compensation expense | $ | 5,656 |  |  | $ | 5,766 |  |  | $ | 12,536 |  |  | $ | 12,614 |
Stock Options The following table summarizes the Company’s stock option activity for the six month period ended June 27, 2025:
| Number of Stock Options |  | Weighted Average Exercise Price |  | Weighted Average Remaining Contractual Life (In Years) |  | Aggregate Intrinsic Value (In Millions)
Outstanding at December 31, 2024 | 130,083 |  |  | $ | 39.63 |  |  |  |  |
Exercised | (106,971) |  |  | 39.80 |  |  |  |  |
Outstanding and exercisable at June 27, 2025 | 23,112 |  |  | $ | 38.84 |  |  | 1.6 |  | $ | 1.8 |
Time-Based Restricted Stock Units Most RSUs granted to employees during the six months ended June 27, 2025 vest over a period of three years from the grant date, subject to the recipient’s continuous service to the Company. RSUs are issued to members of the Board as a portion of their annual retainer and vest quarterly over a period of one year. The grant-date fair value of all RSUs is equal to the closing market price of Integer common stock on the date of grant. (8.) STOCK-BASED COMPENSATION (Continued) The following table summarizes RSU activity for the six month period ended June 27, 2025:
| Time-Vested Activity |  | Weighted Average Grant Date Fair Value
Nonvested at December 31, 2024 | 313,404 |  |  | $ | 88.36 |
Granted | 139,512 |  |  | 133.58 |
Vested | (133,772) |  |  | 88.23 |
Forfeited | (12,935) |  |  | 103.38 |
Nonvested at June 27, 2025 | 306,209 |  |  | $ | 108.38 |
Performance-Based Restricted Stock Units For the Company’s PRSUs, in addition to service conditions, the ultimate number of shares to be earned (0% to 200% of the target award) depends on the achievement of financial and market-based performance conditions. The financial performance conditions are based on the Company’s sales targets over a three year performance period. The market-based performance conditions are based on the Company’s achievement of a relative total shareholder return performance requirement, on a percentile basis, compared to a defined group of peer companies over a three year performance period. The following table summarizes PRSU activity for the six month period ended June 27, 2025:
| Performance- Vested Activity |  | Weighted Average Grant Date Fair Value
Nonvested at December 31, 2024 | 237,898 |  |  | $ | 88.95 |
Granted | 65,974 |  |  | 149.99 |
Performance adjustment(a) | 76,520 |  |  | 83.36 |
Vested | (153,040) |  |  | 83.36 |
Forfeited | (11,074) |  |  | 94.99 |
Nonvested at June 27, 2025 | 216,278 |  |  | $ | 109.24 |
__________ (a)Represents additional PRSUs earned related to above-target achievement of performance conditions, the achievement of which was based upon predefined performance targets established by the Compensation Committee at the initial grant date. The Company uses a Monte Carlo simulation model to determine the grant-date fair value of awards with market-based performance conditions. The grant-date fair value of all other PRSUs is equal to the closing market price of the Common Stock on the date of grant. The weighted average fair value and assumptions used to value the PRSU awards granted with market-based performance conditions are as follows:
| Six Months Ended
| June 27, 2025 |  | June 28, 2024
Weighted average fair value | $ | 162.62 |  |  | $ | 117.96 |
Risk-free interest rate | 4.29 | % |  | 4.13 | %
Expected volatility | 33 | % |  | 34 | %
Expected life (in years) | 3.0 |  | 3.0
Expected dividend yield | — | % |  | — | %
The valuation of the market-based PRSUs granted during 2025 and 2024 also reflects a weighted average illiquidity discount of 8.78% and 8.00%, respectively, related to the one-year and six-month period, respectively, that recipients are restricted from selling, transferring, pledging or assigning the underlying shares, in the event of vesting.

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