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  4. [Form 4] ZIMMER BIOMET HOLDINGS, INC. Insider Trading Activity

Zimmer Biomet director granted stock and phantom units

Jafry Syed A. reported acquisition or exercise transactions in this Form 4 filing.

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Jafry Syed A. reported acquisition or exercise transactions in this Form 4 filing.

Zimmer Biomet Holdings, Inc. director Syed A. Jafry reported compensation-related equity awards. He received 1,517.274 Restricted Stock Units tied to common stock and 875.350 Phantom Stock Units, each representing a 1-for-1 right to receive one share of common stock.

The Restricted Stock Units are immediately 100% vested but are subject to mandatory deferral until the later of the end of his board service or three years after the grant date. The Phantom Stock Units were accrued under the company’s Deferred Compensation Plan for Non-Employee Directors and will be settled in shares within sixty days after he ceases to serve as a director.

Positive

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  • None.
Insider Jafry Syed A.
Role Director
Type Security Shares Price Value
Grant/Award Phantom Stock Units 875.35 $0.00 $0.00
Grant/Award Restricted Stock Units 1,517.274 $0.00 $0.00
Holdings After Transaction: Phantom Stock Units — 8,288.638 contracts (Direct); Restricted Stock Units — 9,098 contracts (Direct)
Footnotes (6)
  1. F1. The phantom stock units were accrued under the Zimmer Biomet Holdings, Inc. Deferred Compensation Plan for Non-Employee Directors.
  2. F2. The Conversion or Exercise Price of Derivative Security is 1-for-1.
  3. F3. Units are to be settled in shares of Company common stock within sixty days after cessation of the reporting person's service as a Director
  4. F4. Includes 21.697 phantom stock units accrued on April 30, 2026 under the dividend reinvestment provision of the Zimmer Biomet Holdings, Inc. Deferred Compensation Plan for Non-Employee Directors.
  5. F5. The Restricted Stock Units are immediately 100% vested and will be subject to mandatory deferral until the later of (1) the reporting person's termination of service as a Director or (2) the date that is three years after the grant date.
  6. F6. Includes Restricted Stock Units granted in prior years that are subject to different mandatory deferral periods.
Restricted Stock Units granted 1,517.274 units Grant to director on May 22, 2026
Phantom Stock Units granted 875.350 units Accrued under Deferred Compensation Plan on May 22, 2026
RSU holdings after grant 9,098.0000 units Total Restricted Stock Units following transaction
Phantom units after grant 8,288.6380 units Total Phantom Stock Units following transaction
Conversion ratio 1-for-1 Each unit represents one share of common stock
Phantom units dividend reinvestment 21.697 units Additional phantom units accrued on April 30, 2026
Restricted Stock Units financial
"The Restricted Stock Units are immediately 100% vested and will be subject to mandatory deferral"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Phantom Stock Units financial
"The phantom stock units were accrued under the Zimmer Biomet Holdings, Inc. Deferred Compensation Plan"
Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.
Deferred Compensation Plan for Non-Employee Directors financial
"accrued under the Zimmer Biomet Holdings, Inc. Deferred Compensation Plan for Non-Employee Directors"
dividend reinvestment provision financial
"phantom stock units accrued on April 30, 2026 under the dividend reinvestment provision"
A dividend reinvestment provision is a company policy that lets shareholders automatically use their cash dividends to buy more shares instead of receiving money. Think of it like a subscription that turns each payday into buying an extra slice of the same pie; it helps investors compound their holdings over time, often with lower transaction costs and sometimes at a small discount, which can boost long‑term returns and subtly change ownership percentages.
mandatory deferral financial
"Restricted Stock Units granted in prior years that are subject to different mandatory deferral periods"

FAQ

What did ZIMMER BIOMET (ZBH) director Syed A. Jafry report on this Form 4?
Director Syed A. Jafry reported receiving equity-based compensation awards. These included new Restricted Stock Units and Phantom Stock Units, each linked 1-for-1 to Zimmer Biomet common stock, reflecting routine non-cash compensation rather than an open-market stock purchase or sale.

How many Restricted Stock Units did ZBH director Syed A. Jafry receive?
Syed A. Jafry received 1,517.274 Restricted Stock Units. These units are immediately 100% vested but are subject to mandatory deferral until the later of his termination as a director or three years after the grant date, delaying when he can receive the underlying shares.

What are the Phantom Stock Units reported by ZIMMER BIOMET director Jafry?
Jafry received 875.350 Phantom Stock Units accrued under the Deferred Compensation Plan for Non-Employee Directors. Each unit represents a 1-for-1 right to company common stock and will be settled in shares within sixty days after he ceases serving as a director.

Are these ZIMMER BIOMET awards open-market stock purchases or sales?
No, these transactions are classified as grants or awards, not open-market trades. They reflect Restricted Stock Units and Phantom Stock Units awarded as part of director compensation programs, with settlement or delivery of shares deferred according to the plan and deferral provisions.

When will ZBH director Jafry receive shares from the Phantom Stock Units?
The Phantom Stock Units are to be settled in shares of Zimmer Biomet common stock within sixty days after Jafry’s service as a director ends. Until then, they remain as deferred units under the company’s Deferred Compensation Plan for Non-Employee Directors.

What deferral conditions apply to ZBH director Jafry’s Restricted Stock Units?
His Restricted Stock Units are immediately 100% vested but subject to mandatory deferral. They cannot be settled until the later of his termination of service as a director or three years after the grant date, and earlier RSU grants may have different mandatory deferral periods.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Jafry Syed A.
(Last)(First)(Middle)
345 E. MAIN STREET
(Street)
WARSAW INDIANA 46580
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
ZIMMER BIOMET HOLDINGS, INC. [ ZBH ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/22/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Stock Units(1)$85.68(2)05/22/2026A875.35 (3) (3)Common Stock875.35$08,288.638(4)D
Restricted Stock Units(2)05/22/2026A1,517.274 (5) (5)Common Stock1,517.274$09,098(6)D
Explanation of Responses:
1. The phantom stock units were accrued under the Zimmer Biomet Holdings, Inc. Deferred Compensation Plan for Non-Employee Directors.
2. The Conversion or Exercise Price of Derivative Security is 1-for-1.
3. Units are to be settled in shares of Company common stock within sixty days after cessation of the reporting person's service as a Director
4. Includes 21.697 phantom stock units accrued on April 30, 2026 under the dividend reinvestment provision of the Zimmer Biomet Holdings, Inc. Deferred Compensation Plan for Non-Employee Directors.
5. The Restricted Stock Units are immediately 100% vested and will be subject to mandatory deferral until the later of (1) the reporting person's termination of service as a Director or (2) the date that is three years after the grant date.
6. Includes Restricted Stock Units granted in prior years that are subject to different mandatory deferral periods.
/s/ Matthew R. St. Louis, Attorney-in-Fact for Syed A. Jafry (power of attorney previously filed)05/27/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

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