Michael Coyle

About Michael Coyle

Michael J. Coyle was appointed as an independent, non‑employee director of Integer Holdings Corporation on July 10, 2025, and serves on the Audit, Compensation & Organization, and Technology Strategy Committees . He brings more than 40 years of medical device leadership, most recently as president and CEO of iRhythm Technologies, and earlier as EVP and Group President of Medtronic’s Cardio & Vascular Group; he also held roles at St. Jude Medical and Eli Lilly . He holds an MBA from Wharton and a bachelor’s degree from Case Western Reserve University, and has six U.S. patents related to cardiovascular devices . Integer’s audit and compensation committees are composed entirely of independent directors, and the company reported no related‑party transactions for Coyle at appointment, consistent with independence .

Past Roles

Organization	Role	Tenure	Committees/Impact
iRhythm Technologies	President & CEO	Not disclosed	Digital health operating leadership in cardiac monitoring
Medtronic	EVP & Group President, Cardio & Vascular	Not disclosed	Global P&L leadership; cardiovascular portfolio strategy
St. Jude Medical	Leadership roles	Not disclosed	Cardio‑vascular device growth, portfolio execution
Eli Lilly	Leadership roles	Not disclosed	Early career; cross‑functional experience

External Roles

Organization	Role	Current/Former	Notes
Haemonetics Corporation	Director	Current	Public medtech board directorship
BaroPace	Director	Current	Board role at device company
VNUS Medical Technologies	Director	Former	Prior public company board
Volcano Corporation	Director	Former	Prior public company board

Board Governance

Committees: Audit (member), Compensation & Organization (member), Technology Strategy (member) .
Committee chairs (2025): Audit – James F. Hinrichs; Compensation & Organization – Donald J. Spence; Technology Strategy – M. Craig Maxwell .
Independence and structure: Audit, Compensation, and Nominating committees are entirely independent; the Board has a non‑executive independent Chair, regular executive sessions without management, and annual board/committee evaluations .
Director attendance and practices: Integer reports directors attended >75% of meetings in 2024 and 100% attendance at the 2024 annual meeting . Stockholder‑aligned governance includes anti‑hedging/pledging policy and director resignation policy on majority‑withhold outcomes .

Fixed Compensation

Per Integer’s director compensation policy (as described in the 2025 proxy, reflecting 2024 levels), non‑employee directors receive cash and equity retainers; Coyle, appointed mid‑2025, is entitled to compensation per this policy (with pro‑rated equity on off‑cycle appointment).

Component	Amount	Notes
Annual cash retainer	$80,000	Paid to each non‑employee director
Audit Committee member fee	$10,000	Applies to audit members (including chair)
Compensation Committee member fee	—	No member fee disclosed (chair fee only)
Technology Strategy Committee member fee	—	No member fee disclosed (chair fee only)
Chair premiums (reference)	$60,000 Board Chair; $20,000 Audit Chair; $15,000 Comp Chair; $10,000 CGN Chair; $10,000 Tech Strategy Chair	Not applicable to Coyle unless named chair

Reimbursement of reasonable out‑of‑pocket expenses for board/committee meetings .

Performance Compensation

Directors receive time‑based RSUs; no performance‑based metrics apply to director equity.

Equity Component	Grant Value	Vesting	Notes
Annual RSU retainer	$180,000	Four equal installments on standard director vesting dates	Pro‑rated for off‑cycle appointments (Coyle)
Chair RSU retainer (reference)	$240,000	Same schedule	Not applicable to Coyle

Anti‑hedging/pledging: Directors are prohibited from hedging or pledging company stock .

Other Directorships & Interlocks

Potential Interlock	Description	Conflict Status
Haemonetics / medtech ecosystem	Overlapping industry networks could create information‑flow interlocks in cardiovascular supply/customer chains	No related‑party transactions disclosed at appointment (Item 404(a) none)
BaroPace / device development	Early‑stage device oversight alongside Integer’s CDMO activities	Audit/Comp committees are independent; company prohibits hedging/pledging, mitigating alignment risks

Expertise & Qualifications

40+ years in medical devices; senior operating leadership across global portfolios .
Cardiovascular domain expertise with six U.S. patents .
Technical and strategy oversight fit: Technology Strategy Committee assignment leverages product/innovation background .
Financial oversight fit: Audit Committee service aligns with public‑company governance experience .

Equity Ownership

Guideline	Requirement	Compliance Framework
Director stock ownership	≥6,000 shares within 5 years of election	RSUs count; unvested performance awards do not; sale restrictions until holdings ≥5× annual cash retainer
Hedging/Pledging	Prohibited for directors	Strengthens alignment

As an off‑cycle appointee, Coyle receives a pro‑rated annual RSU retainer vesting on standard director dates . Total beneficial ownership as of appointment was not disclosed; Item 404(a) related‑party transactions: none .

Governance Assessment

Board effectiveness: Coyle adds deep cardiovascular, product, and operations expertise; his tri‑committee assignment signals active engagement in financial oversight, pay policy, and technology prioritization .
Independence and conflicts: Committee composition and 404(a) disclosure support independence; monitor potential ecosystem interlocks (e.g., Haemonetics) for any future related‑party dealings .
Alignment: Director pay structure mixes cash retainer with RSUs and requires ownership within five years; anti‑hedging/pledging policies and no tax gross‑ups reflect shareholder‑friendly practices .
RED FLAGS: None disclosed at appointment (no related‑party transactions; not a chair receiving premiums). Ongoing monitoring: meeting attendance in 2025, Form 4 insider filings, and any evolving customer/supplier ties with other boards .