Lindsay Blackwood
Integer HoldingsAbout Lindsay Blackwood
Senior Vice President, General Counsel and Corporate Secretary of Integer Holdings Corporation; signed Company filings and notices in 2025, evidencing her role in corporate governance and disclosure oversight . As General Counsel, she retains primary responsibility for ESG program oversight and coordination of strategic objectives with the CEO and Board, reflecting a mandate over governance, disclosure controls, and sustainability integration . Company performance context under her governance remit: 2024 sales grew 10% to $1.717B, operating income rose 28% to $208M, and diluted EPS increased 29% to $3.40, with adjusted EPS at $5.30 .
| Metric | FY 2024 |
|---|---|
| Revenues ($USD Billions) | $1.717 |
| Operating Income ($USD Millions) | $208 |
| Diluted EPS ($USD) | $3.40 |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Integer Holdings Corporation | Senior Vice President, General Counsel & Corporate Secretary | 2025–present | Corporate governance, disclosure controls, and ESG oversight |
| — | — | — | Prior roles not disclosed in SEC filings reviewed; 10-K listed predecessor GC as of Feb 20, 2025 |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| — | — | — | No external directorships or roles disclosed in Company filings reviewed |
Fixed Compensation
| Component | Detail |
|---|---|
| Base salary | Not disclosed; Lindsay was not a Named Executive Officer in 2024 (NEOs were Dziedzic, Smith, Harris, Khales, Stephens) . Integer targets market median base pay for executives . |
| Perquisites | Executive life and disability insurance, executive physicals; limited perquisites; no excessive perqs policy . |
| Governance notes | Anti-hedging and anti-pledging policy for directors and executive officers ; quarterly blackout and mandatory pre-clearance under insider trading policy . |
Performance Compensation
Integer’s executive incentives are pay-for-performance with STI (cash) and LTI (equity). Lindsay’s specific targets/weights are not disclosed; below are program mechanics used for executives.
| STI Metric | Weighting | Target | Actual | Payout | Notes |
|---|---|---|---|---|---|
| STI Adjusted Operating Income (AOI) | Company-wide funding metric | $275.1M | $287.1M (104.4% of target) | 133.35% of target | Threshold 85%=25%, Max 113%=200% |
| ELT Team Goal (strategic objectives) | Applied across executives | 100% rating | 100% | Multiplied by STI AOI factor | Focus on product line, customer, cost, culture . |
| LTI Vehicle | Performance Metric | Weight | Vesting | Payout Range |
|---|---|---|---|---|
| RSUs | Time-based | ~33% | Ratable over 3 years | N/A |
| PSUs (Financial) | Organic sales growth (3-year) | ~33% | Cliff after 3 years | 50%–200% of target; capped if 3-year CAGR ≤ target |
| PSUs (rTSR) | Relative TSR vs peer group (3-year) | ~33% | Cliff after 3 years | 50% at 25th pctile; 100% at 55th; 200% at ≥75th pctile |
Peer group used for benchmarking and rTSR comparisons includes Avanos, ICU Medical, Teleflex, Globus, Haemonetics, etc. .
Equity Ownership & Alignment
| Topic | Policy/Status |
|---|---|
| Stock ownership guidelines | Apply to all executive officers; meaningful ownership required (NEO multiples shown in proxy; GC is covered under executive program) . |
| Hedging/pledging | Prohibited for directors, executive officers, and associates . |
| Trading controls | Quarterly blackout windows; mandatory pre-clearance; Rule 10b5-1 plans must be pre-cleared and adopted outside blackout periods . |
| Beneficial ownership | Individual ownership for Lindsay not disclosed in March 24, 2025 table; execs and directors as a group owned 2.16% . |
| Insider activity | Attempted to fetch Form 4 data for “Lindsay Blackwood” via Insider-Trades skill; encountered authorization error (recommend follow-up). |
Employment Terms
| Provision | Terms (Program-Level) |
|---|---|
| Change-in-control (CIC) severance | Double-trigger; if terminated without cause or resigns for good reason within CIC window: 2x base salary; 2x greater of 3-year average bonus or current-year target; 2x Company retirement contributions; $25,000 outplacement; medical/prescription continuation at 110% of monthly premium × 24; immediate vesting of time-based equity and performance awards (subject to award agreements) . |
| Clawback | Company may recoup cash and equity incentives upon financial restatements; applies to current/former executive officers . |
| Incentive plan treatment under CIC | Awards may be assumed/replaced/accelerated; rTSR and financial PSU conversion to RSUs based on performance as of CIC with continued vesting; double-trigger vesting if terminated within 24 months post-CIC . |
Investment Implications
- Governance strength and disclosure reliability: Lindsay’s appointment as SVP, General Counsel and Corporate Secretary in 2025 and her ESG oversight mandate align with robust governance and disclosure controls, supporting risk management and investor confidence .
- Pay-for-performance alignment reduces misalignment risk: Executive incentives hinge on AOI funding and stringent LTI metrics (organic growth and rTSR), with 2024 STI payout at 133.35% of target and multi-year PSU structures that cap payouts when growth underperforms—mitigating windfall risk .
- Retention and CIC protection: Double-trigger CIC agreements and anti-hedging/pledging policies balance retention with alignment; these reduce forced selling and misaligned risk-taking, but investors should monitor award concentrations and potential acceleration in M&A scenarios .
- Shareholder support: Strong say-on-pay (~98% approval) suggests investor endorsement of compensation structures, lowering governance overhang risk .
Note: Specific cash/equity pay amounts, vesting schedules, and ownership for Lindsay Blackwood are not disclosed in the reviewed filings; the above reflects Integer’s executive program design and governance policies that apply to the General Counsel role.