Zimmer Biomet (NYSE: ZBH) CFO Upadhyay departs; Stellato appointed interim finance chief
Rhea-AI Filing Summary
Zimmer Biomet Holdings, Inc. announced that Chief Financial Officer and Executive Vice President – Finance, Operations and Supply Chain, Suketu Upadhyay, will resign effective April 28, 2026 to pursue a new professional opportunity. His departure is stated not to result from any disagreement on financial reporting, controls, operations, policies or practices.
Paul Stellato, currently Vice President, Controller and Chief Accounting Officer, will become interim Chief Financial Officer and serve as both principal financial officer and principal accounting officer while the company conducts an internal and external search for a permanent CFO. As interim CFO, Stellato will receive an annual base salary of $550,000 and a target annual bonus opportunity for 2026 of 70% of base salary, each prorated for time in the role, plus incremental equity awards with grant date fair values of approximately $750,000 in restricted stock units and $100,000 in performance-based restricted stock units scheduled to be granted on May 1, 2026.
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Insights
CFO departs for new role; interim successor appointed with defined pay package.
Zimmer Biomet is experiencing a planned finance leadership transition as Suketu Upadhyay leaves the CFO role on April 28, 2026. The company emphasizes that his departure does not stem from disagreements over financial reporting or internal controls, which helps limit concerns about accounting issues.
The board has moved existing Controller and Chief Accounting Officer Paul Stellato into the interim CFO role, consolidating principal financial and accounting officer responsibilities. His compensation includes a $550,000 base salary, a 70% target bonus, and additional equity awards totaling about $850,000 in grant date value, aligning incentives to the transition period.
The company has launched an internal and external search for a permanent CFO, while Stellato continues to oversee global controllership, accounting, and financial planning and analysis. Future disclosures in company filings may provide more detail once a permanent successor is chosen and any updated compensation arrangements are finalized.
8-K Event Classification
Key Figures
Key Terms
interim Chief Financial Officer financial
Executive Performance Incentive Plan financial
performance-based restricted stock units financial
principal financial officer financial
Private Securities Litigation Reform Act of 1995 regulatory
forward-looking statements regulatory
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SECURITIES AND EXCHANGE COMMISSION
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On April 22, 2026, Suketu Upadhyay informed Zimmer Biomet Holdings, Inc. (the “Company”) of his intention to resign from the position of Chief Financial Officer and Executive Vice President – Finance, Operations and Supply Chain of the Company, effective as of April 28, 2026, to pursue a new professional opportunity. Mr. Upadhyay’s departure is not the result of any disagreement with the Company on any matter relating to its financial statements, internal control over financial reporting, operations, policies or practices.
In connection with Mr. Upadhyay’s departure, Paul Stellato, Vice President, Controller and Chief Accounting Officer, has been appointed to act, along with continuing to serve in his current role, as the Company’s interim Chief Financial Officer, effective upon Mr. Upadhyay’s departure, until a permanent successor is named. In this role, Mr. Stellato will serve as the Company’s principal financial officer and will continue to serve as the Company’s principal accounting officer. The Company has a search underway to identify a permanent Chief Financial Officer.
Mr. Stellato, age 51, has served as the Vice President, Controller and Chief Accounting Officer at the Company since May 2022. In this role, he oversees the Company’s global controllership and accounting functions as well as leading the financial planning and analysis function. Prior to his current role, Mr. Stellato served as Vice President Finance, Global Business Services from March 2019 through April 2022 for Xylem Inc. (“Xylem”), a global provider of water technology products and services. He joined Xylem upon its spinoff from ITT Corporation (“ITT”) in October 2011 and served as Xylem’s Vice President Finance, Financial Planning and Analysis through August 2017. He was promoted to Vice President, Controller and Chief Accounting Officer in August 2017 after serving as Interim Corporate Controller starting in August 2016, and became Vice President Finance, Global Business Services in March 2019. Prior to Xylem’s spinoff from ITT in October 2011, Mr. Stellato served with ITT beginning in May 2003, having served most recently as ITT’s General Auditor and prior to that, as Manager - Investor Relations. He began his career in public accounting with Ernst & Young LLP and Arthur Andersen LLP and is a certified public accountant.
Mr. Stellato does not have any family relationships with any of the Company’s directors or executive officers, there are no arrangements or understandings between Mr. Stellato and any other persons pursuant to which he was selected as an officer, and there are no transactions between Mr. Stellato and the Company that would be required to be reported under Item 404(a) of Regulation S-K.
In connection with Mr. Stellato’s appointment, the Company will provide the following compensation due to his additional duties as interim Chief Financial Officer: an annual base salary of $550,000 (prorated for the portion of the year that he serves in such role in 2026) and a target annual bonus opportunity for 2026 of 70% of his base salary (prorated for the portion of the year that he serves in such capacity in 2026) under the Company’s Executive Performance Incentive Plan, as amended (the “EPIP”), subject to the attainment of pre-established performance goals. He will receive the following incremental equity awards under the Company’s 2009 Stock Incentive Plan, as amended (the “2009 Plan”), each with a grant date of May 1, 2026: (i) restricted stock units with a grant date fair value of approximately $750,000 that will vest ratably on the first three (3) anniversaries of the grant date; and (ii) performance-based restricted stock units (“PRSUs”) with a grant date fair value of approximately $100,000, having substantially identical performance measures, vesting date and other terms as the annual award of PRSUs granted by the Compensation and Management Development Committee in February 2026. Each equity award granted to Mr. Stellato will be subject to the terms and conditions of the 2009 Plan and the applicable award agreement.
The EPIP and the 2009 Plan were incorporated by reference as exhibits to the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 20, 2026.
| Item 7.01 | Regulation FD Disclosure. |
On April 28, 2026, the Company issued a press release relating to the matters described above in Item 5.02. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated into this Item 7.01 by reference.
The information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in this Item 7.01 and Exhibit 99.1 shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits |
EXHIBIT INDEX
| Exhibit |
Description | |
| 99.1 |
Press release dated April 28, 2026 | |
| 104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: April 28, 2026
| ZIMMER BIOMET HOLDINGS, INC. | ||
| By: | /s/ Chad F. Phipps | |
| Name: | Chad F. Phipps | |
| Title: | Senior Vice President, Chief Legal and Corporate Affairs Officer and Secretary | |
Exhibit 99.1
| NEWS RELEASE |
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Zimmer Biomet Announces Chief Financial Officer Transition
Suketu Upadhyay to Depart; Paul Stellato Named Interim CFO
(WARSAW, Ind.) April 28, 2026 — Zimmer Biomet Holdings, Inc. (NYSE and SIX: ZBH), a global medical technology leader, today announced Suketu Upadhyay, Chief Financial Officer and Executive Vice President, Finance, Operations and Supply Chain, will depart the company effective April 28 for a new professional opportunity.
The company has named Paul Stellato, currently Controller and Chief Accounting Officer, as interim Chief Financial Officer, while the company conducts an internal and external search to identify a permanent successor.
“We are deeply grateful for Suky’s leadership and contributions to Zimmer Biomet over the past seven years,” said Ivan Tornos, Chairman, President and CEO of Zimmer Biomet. “We are confident Paul is the right leader to provide continuity and steady direction during this transition, as we continue to execute our strategy and deliver on our commitments.”
A seasoned operator, Stellato brings more than 20 years of broad financial and Investor Relations experience to the role. He currently serves as Controller, Chief Accounting Officer and head of Corporate FP&A at Zimmer Biomet. Since joining the company in May 2022, Stellato has advanced Zimmer Biomet’s strategy and transformation through disciplined capital allocation, including recent acquisitions and its share repurchase program.
Previously, Stellato was a member of Xylem Inc.’s finance leadership team, where he held multiple roles during his tenure, including Vice President of Finance for Global Business Services; Vice President, Controller and Chief Accounting Officer; and Vice President of Financial Planning and Analysis. Stellato also spent eight years at ITT Corporation, where he held various roles of increasing responsibility in the finance organization. He spent his early career in public accounting with both Andersen and Ernst & Young. Stellato holds a Bachelor of Science in Accountancy from Villanova University and a Master of Business Administration from the Stern School of Business at New York University. He is also a certified public accountant.
About Zimmer Biomet
Zimmer Biomet is a global medical technology leader with a comprehensive portfolio designed to maximize mobility and improve health. We seamlessly transform the patient experience through our innovative products and suite of integrated digital and robotic technologies that leverage data, data analytics and artificial intelligence.
With 90+ years of trusted leadership and proven expertise, Zimmer Biomet is positioned to deliver the highest quality solutions to patients and providers. Our legacy continues to come to life today through our progressive culture of evolution and innovation.
For more information about our product portfolio, our operations in 25+ countries and sales in 100+ countries or about joining our team, visit www.zimmerbiomet.com or follow on LinkedIn at www.linkedin.com/company/zimmerbiomet or X at www.x.com/zimmerbiomet.
Cautionary Note Regarding Forward-Looking Statements
This news release contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, but are not limited to, statements concerning Zimmer Biomet’s expectations, plans, prospects, and product and service offerings, including new product launches and potential clinical successes. Such statements are based upon the current beliefs and expectations of management and are subject to significant risks, uncertainties and changes in circumstances that could cause actual outcomes and results to differ materially. For a list and description of some of such risks and uncertainties, see Zimmer Biomet’s periodic reports filed with the U.S. Securities and Exchange Commission (SEC). These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in Zimmer Biomet’s filings with the SEC. Forward-looking statements speak only as of the date they are made, and Zimmer Biomet disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Readers of this news release are cautioned not to rely on these forward-looking statements, since there can be no assurance that these forward-looking statements will prove to be accurate. This cautionary statement is applicable to all forward-looking statements contained in this news release.
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| Contacts:
Media
Troy Kirkpatrick 614-284-1926 troy.kirkpatrick@zimmerbiomet.com
Kirsten Fallon 781-779-5561 kirsten.fallon@zimmerbiomet.com |
Investors
David DeMartino 646-531-6115 david.demartino@zimmerbiomet.com
Zach Weiner 908-591-6955 zach.weiner@zimmerbiomet.com |