ZIMMER BIOMET HOLDINGS, INC. Insider Trading Activity

Zimmer Biomet Holdings, Inc. executive vice president and CFO Suketu Upadhyay reported equity compensation activity involving restricted stock units (RSUs) and common stock.

Rhea-AI Filing Summary

Zimmer Biomet Holdings, Inc. executive vice president and CFO Suketu Upadhyay reported equity compensation activity involving restricted stock units (RSUs) and common stock. He received a grant of 21,701 RSUs, each representing a contingent right to one share of Zimmer Biomet common stock, vesting annually over three years in one-third increments starting February 20, 2027.

On the same date, 5,445 RSUs were converted into 5,445 shares of common stock through an exercise or conversion transaction. Of those shares, 2,446 were withheld by the company at a price of $98.62 per share to satisfy tax withholding obligations tied to the RSU vesting. Following these transactions, Upadhyay directly owned 57,753 shares of common stock.

Insider Trade Summary

5,445 shares exercised/converted

Exercise 4 txns

Insider Upadhyay Suketu

Role Exec VP, CFO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	5,445	$0.00	$0.00
Grant/Award	Restricted Stock Units	21,701	$0.00	$0.00
Exercise	Common Stock	5,445	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	2,446	$98.62	$241K

Holdings After Transaction: Restricted Stock Units — 27,146 contracts (Direct); Common Stock — 57,753 shares (Direct)

Footnotes (3)

1. F1. Represents shares withheld by Zimmer Biomet Holdings, Inc. (the "Company") to satisfy tax withholding obligations on the vesting of restricted stock units ("RSUs").
2. F2. Each RSU represents a contingent right to receive one share of Company common stock.
3. F3. Vests annually over three years in increments of one-third each year, commencing February 20, 2027.

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Accepted by SEC EDGAR 02/24/2026 - 08:58 PM EST Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED 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^*

Upadhyay Suketu

(Last) (First) (Middle)

345 E. MAIN STREET

(Street)

WARSAW IN 46580

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ZIMMER BIOMET HOLDINGS, INC. [ ZBH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Exec VP, CFO

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/20/2026		M		5,445	A	$0	60,199	D
Common Stock	02/20/2026		F		2,446(1)	D	$98.62	57,753	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(2)	02/20/2026		M			5,445	02/20/2026	02/20/2026	Common Stock	5,445	$0	5,445	D
Restricted Stock Units	(2)	02/20/2026		A		21,701		(3)	(3)	Common Stock	21,701	$0	21,701	D

Explanation of Responses:

1. Represents shares withheld by Zimmer Biomet Holdings, Inc. (the "Company") to satisfy tax withholding obligations on the vesting of restricted stock units ("RSUs").

2. Each RSU represents a contingent right to receive one share of Company common stock.

3. Vests annually over three years in increments of one-third each year, commencing February 20, 2027.

	/s/ Matthew R. St. Louis, Attorney-in-Fact for Suketu Upadhyay (power of attorney previously filed)	02/24/2026
	** Signature of Reporting Person	Date
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.