Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. At the Annual Meeting of Stockholders (the "Annual Meeting") ofInteger Holdings Corporation (the "Company") held onWednesday, May 19, 2021 , the Company's stockholders approved theInteger Holdings Corporation 2021 Omnibus Incentive Plan (the "2021 Plan"). The 2021 Plan had previously been approved by the Company's Board of Directors, subject to stockholder approval. The 2021 Plan provides for grants of stock options (both nonqualified and incentive stock options), stock appreciation rights, restricted stock units, performance awards, dividend equivalents and other cash- and stock-based awards to the Company's employees and non-employee directors. The principal features of the 2021 Plan are described in detail under "Proposal 4 -Approve the adoption of theInteger Holdings Corporation 2021 Omnibus Incentive Plan" of the Company's Definitive Proxy Statement on Schedule 14A for the Annual Meeting filed by the Company with theSecurities and Exchange Commission onApril 5, 2021 (the "Proxy Statement"). The description of the principal features of the 2021 Plan included in the Proxy Statement is incorporated by reference in this Current Report on Form 8-K. The foregoing description of the principal features of the 2021 Plan is qualified in its entirety by reference to the full text of the 2021 Plan, which is filed as Exhibit 10.1 and incorporated by reference in this Current Report on Form 8-K. Item 5.07. Submission of Matters to a Vote of Security Holders. The stockholders of the Company voted on the following items at the Annual Meeting, and the tables reflects the tabulation of the votes with respect to each proposal: Proposal 1: To elect 12 directors for a one-year term until their successors have been elected and qualified: Broker Name: Shares FOR: Shares WITHHELD: NON VOTE: Sheila Antrum 31,059,943 17,670 715,316 Pamela G. Bailey 29,469,198 1,608,415 715,316 Cheryl C. Capps 31,061,143 16,470 715,316 Joseph W. Dziedzic 31,055,280 22,333 715,316 James F. Hinrichs 30,637,430 440,183 715,316 Jean Hobby 31,052,601 25,012 715,316 Tyrone Jeffers 31,060,360 17,253 715,316 M. Craig Maxwell 31,061,348 16,265 715,316 Filippo Passerini 30,796,155 281,458 715,316 Bill R. Sanford 29,582,804 1,494,809 715,316 Donald J. Spence 30,956,020 121,593 715,316 William B. Summers, Jr. 29,587,653 1,489,960 715,316
Proposal 2: To ratify the appointment of
30,557,910 AGAINST: 1,232,590 ABSTAINED: 2,429 Proposal 3: To approve, on an advisory basis, the compensation of the Company's named executive officers: FOR: 30,081,333 AGAINST: 976,609 ABSTAINED: 19,671 Broker NON-VOTE: 715,316
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Proposal 4: To approve the adoption of theInteger Holdings Corporation 2021 Omnibus Incentive Plan: FOR: 30,176,084 AGAINST: 897,150 ABSTAINED: 4,379 Broker NON-VOTE: 715,316 Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit Description of Exhibit Number 10.1Integer Holdings Corporation 2021 Omnibus Incentive Plan 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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