Monogram Orthopaedics Inc SEC Filings

Monogram Technologies (MGRM) reported an insider equity award. A director filed a Form 4 for a grant (Code A) of stock options on 01/08/2025 covering 5,000 underlying shares at an exercise price of $2.50 per share. The options are listed as exercisable on 01/08/2032 and expiring on 01/08/2035. Following the reported transaction, the filer shows 8,000 derivative securities beneficially owned, held directly. The company notes it uses the Black‑Scholes‑Merton model to determine the fair value of stock awards.

Monogram Technologies (MGRM) filed a Form 3 disclosing director Colleen Gray’s initial beneficial ownership. The filing lists options to acquire 3,000 shares of common stock at $4 per share, exercisable on 11/30/2030 and expiring on 11/30/2033.

The options are reported as direct ownership. The date of event requiring the statement was 11/30/2023.

Monogram Technologies, Inc. filed a Registration Statement on Form S-8 on April 16, 2025 to register the offer and sale of 2,600,000 shares of its common stock, par value $0.001 per share. These shares are allocated for issuance under the Amended and Restated 2019 Stock Option and Grant Plan, enabling the company to grant equity awards to employees and service providers. The filing does not disclose financial results, pricing, or issuance timing.

Monogram Technologies insider Richard Van Kirk filed a Form 4 showing that 7,000 stock options were cancelled on 10/07/2025 as part of the company’s merger with Zimmer Biomet. Under the merger terms, each outstanding option converted into a cash payment equal to the excess of $4.04 per share over the option’s exercise price plus a contractual contingent value right (CVR) where applicable, or into a CVR alone for options with higher exercise prices; options with exercise prices above $16.41 were cancelled without consideration. The filing is signed by an attorney-in-fact for Mr. Van Kirk and reflects the post-closing treatment of equity awards when the issuer became a wholly owned subsidiary of Zimmer Biomet.

Monogram Technologies (MGRM) insider reporting of merger-related cancellations. The filing shows that on 10/07/2025 a reporting person identified as a company director had 3,532,622 shares of common stock disposed of and now reports 0 shares beneficially owned. Those shares were converted at the merger effective time into a cash payment of $4.04 per share plus one contractual contingent value right (CVR) per share that can pay up to additional amounts tied to five milestones (examples include $1.04, $1.08 and up to $3.43 depending on milestone achievement).

The filing also reports cancellation of 1,475,000 stock options, which were converted into cash equal to the excess of the $4.04 cash amount over the option exercise price and one CVR per option share; options with exercise prices above certain thresholds were cancelled for no consideration. The form is a Section 16 Form 4 reporting the post-closing ownership and the merger consideration structure.

Monogram Technologies insider sale and option cancellations tied to merger with Zimmer Biomet. The report shows Kamran Shamaei, Chief Technology Officer, disposed of 2,926 shares on 10/07/2025 and had 1,310,000 stock options cancelled the same day as part of the merger's terms. At the effective time each outstanding share was converted into $4.04 cash plus one contractual contingent value right (CVR) that may pay up to additional amounts across five milestones (for example, $1.04 for the First Milestone and up to $3.43 for later milestones). Cancelled options converted into a cash payment equal to the excess of the cash consideration over the option exercise price plus one CVR, except certain high‑strike options were cancelled for no consideration. The filing is an update reflecting the merger consideration and resulting insider holdings.

Monogram Technologies (MGRM) insider Benjamin Sexson, the company's Chief Executive Officer and a director, reported on 10/07/2025 the disposition of his entire beneficial holdings following a merger. At the merger Effective Time, each outstanding common share was converted into $4.04 in cash plus one contingent value right (CVR) per share. Mr. Sexson reported disposition of 4,006,330 shares and cancellation/conversion of 1,560,000 stock options for cash and CVRs, leaving him with 0 shares and 0 options reported post-transaction. The CVRs carry potential contingent payments including $1.04, $1.08, and up to $3.43 per CVR for specified milestones.

Monogram Technologies Inc. became a wholly owned subsidiary of Zimmer Biomet through a merger effective 10/07/2025. At the effective time, all outstanding options were cancelled and converted according to the merger terms: optionholders received a cash payment equal to the excess of $4.04 over each option's exercise price plus one contractual contingent value right (CVR), except where an option's exercise price produced different treatment under the CVR formula. The filing shows a reported derivative disposition of 40,000 stock options by a reporting director, recorded as cancelled and converted into the merger consideration. Some options with exercise prices above $16.41 were cancelled for no consideration under the merger terms.

Noel Knape, Chief Financial Officer, reported a Form 4 disclosing changes in ownership tied to a merger with Zimmer Biomet. At the merger each outstanding share converted into $4.04 in cash plus one contractual contingent value right (CVR) that can pay up to specified milestone amounts (including $1.04, $1.08 and up to $3.43 for later milestones). The filing shows 296,385 shares of common stock were disposed and 115,000 stock options were cancelled and converted per the merger terms, leaving 0 shares and 0 options beneficially owned following the transactions.