James Hinrichs
Director at ITGR
Board
About James F. Hinrichs
James F. Hinrichs (age 57) is an independent director of Integer Holdings (ITGR) since 2018; he chairs the Audit Committee and serves on the Compensation & Organization and Technology Strategy Committees . He is Executive Vice President and Chief Financial Officer of Vantive Health, LLC (since 2024) and a Founding Partner of Atmas Health (with Carlyle), with 25+ years in senior finance roles across medtech and pharma; the Board designates him an Audit Committee Financial Expert . In 2024, the Board affirmed his independence under NYSE standards and reported no related‑person transactions for the year .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Alere, Inc. | EVP & CFO | 2015–Oct 2017 (until sale to Abbott) | Led finance through sale to Abbott Labs |
| CareFusion Corporation | CFO; prior SVP Global Customer Support; SVP Controller | 2010–Mar 2015 | CFO through sale to Becton Dickinson |
| Cardinal Health, Inc. | EVP & Corporate Controller; EVP & CFO, Healthcare Supply Chain Services segment | ~5 years before CareFusion spin | Corporate finance leadership in healthcare distribution |
| Merck & Co. | Finance and marketing roles | >10 years prior to Cardinal Health | Big Pharma finance/marketing foundation |
| Cibus Ltd. | CFO | May 2018–July 2019 | CFO in ag biotech |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Vantive Health, LLC | EVP & CFO | Since 2024 | Healthcare company focused on vital organ therapies |
| Atmas Health | Founding Partner | Ongoing | Platform to acquire healthcare assets; cooperation with Carlyle (Nasdaq: CG) |
| Signifier Medical | Director | Current | Privately held medtech; board member |
| Orthofix Medical Inc. | Director | Until June 2024 | Former public company directorship |
| Outset Medical, Inc. | Director | Until August 2024 | Former public company directorship |
| Acutus Medical, Inc. | Director | Until August 2022 | Former public company directorship |
Board Governance
- Committee assignments: Audit Committee Chair; Compensation & Organization Committee member; Technology Strategy Committee member .
- Independence: Board confirmed all nominees except the CEO are independent; Hinrichs is independent .
- Attendance: Board held 8 meetings in 2024; each director attended at least 75% of Board and committee meetings; 100% director attendance at the 2024 annual meeting .
- Committee activity levels: Audit (8 meetings); Compensation & Organization (6); Technology Strategy (4)—Hinrichs’ chair role on Audit indicates high engagement in financial oversight and cybersecurity risk reviews .
- Executive sessions: Independent directors meet without management at the end of each regular Board meeting, presided over by the independent Chair .
Fixed Compensation
| 2024 Director Fees | Amount (USD) |
|---|---|
| Cash fees earned | $114,190 |
| Policy schedule (context): Cash retainer; Chair/member fees | Cash retainer $80,000; Audit Chair $20,000; Audit Committee member (including Chair) $10,000; other committee chair fees vary |
Notes: Integer pays a mix of cash and equity; non‑employee director total retainer ranged $260,000–$380,000 depending on role .
Performance Compensation
| 2024 Equity Grant | Grant Date | Grant‑date Fair Value | Vesting | Performance Metrics |
|---|---|---|---|---|
| RSUs (annual director equity) | May 22, 2024 | $179,924 | Four equal installments on 3, 6, 9 months and final on May 20, 2025 | None (time‑based only; no TSR/financial hurdles) |
Additional program features:
- Stock ownership guidelines for non‑employee directors (6,000 shares within five years) and sale restrictions unless holdings exceed 5× annual cash retainer; all directors have met guidelines .
- Anti‑hedging and anti‑pledging policy applies to directors; caps on director equity awards and fees .
Other Directorships & Interlocks
| Company | Relationship to ITGR | Potential Interlock Risk |
|---|---|---|
| Vantive Health; Atmas Health; Signifier Medical | No disclosed transactions with Integer | No related‑person transactions in 2024 per policy and Audit Committee review |
| Orthofix; Outset Medical; Acutus Medical (former boards) | Former public boards unrelated to ITGR | No interlocks disclosed; independence affirmed |
Expertise & Qualifications
- Audit Committee Financial Expert designation; deep financial/accounting experience across medtech/pharma .
- Strategic planning, risk management, and global operations experience per Board skills matrix .
- Active oversight of financial reporting, internal controls, and cybersecurity risk as Audit Chair .
Equity Ownership
| Ownership Metric (as of March 24, 2025) | Amount |
|---|---|
| Total beneficially owned shares | 18,167 |
| Of which RSUs issuable within 60 days | 10,743 |
| Percent of class | <1% (based on 34,889,876 shares outstanding) |
| Director ownership guideline compliance | Achieved (all directors met guidelines) |
| Hedging/Pledging | Prohibited by policy |
Governance Assessment
- Strengths: Independent Audit Chair with “financial expert” credentials; high committee activity; strong governance structures (independent Chair, executive sessions, ownership guidelines, anti‑hedging/pledging) and no related‑person transactions in 2024 support investor confidence .
- Alignment: Director pay mixes time‑based RSUs and cash, with clear vesting and ownership requirements; sale restrictions until holdings exceed 5× retainer enhance skin‑in‑the‑game .
- Watch items: Concurrent external executive role (EVP & CFO at Vantive Health) implies time demands; however, Board reports adequate attendance thresholds and independence review; continue monitoring for any future related‑party transactions or business overlaps (none disclosed for 2024) .
- Broader signals: Company’s governance framework includes annual say‑on‑pay (98% support last year), clawback, double‑trigger CIC for executives, and strong committee independence; while executive features, they indicate a robust oversight environment that Hinrichs helps steward as Audit Chair .