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

Zimmer Biomet (NYSE: ZBH) director receives cash-settled phantom stock grant

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

Rhea-AI Filing Summary

Farrell Michael J. reported acquisition or exercise transactions in this Form 4 filing.

ZIMMER BIOMET HOLDINGS, INC. director Michael J. Farrell received a grant of 432.776 phantom stock units on June 30, 2026. These units are credited under the company’s Deferred Compensation Plan for Non-Employee Directors at a 1-for-1 rate with common stock and are to be settled in cash after his board service ends. Following this award, Farrell holds a total of 19,606.716 phantom stock units, reflecting routine, cash-settled director compensation rather than any open-market trading.

Positive

  • None.

Negative

  • None.
Insider Farrell Michael J.
Role null
Type Security Shares Price Value
Grant/Award Phantom Stock Units 432.776 $0.00 --
Holdings After Transaction: Phantom Stock Units — 19,606.716 shares (Direct, null)
Footnotes (1)
  1. The phantom stock units were accrued under the Zimmer Biomet Holdings, Inc. Deferred Compensation Plan for Non-Employee Directors. The Conversion or Exercise Price of Derivative Security is 1-for-1. Units are to be settled in cash in a lump sum within sixty days after cessation of the reporting person's service as a Director.
Phantom units granted 432.776 units Grant on June 30, 2026 under deferred compensation plan
Total phantom units after grant 19,606.716 units Holdings following the June 30, 2026 award
Conversion rate 1-for-1 Each phantom unit tracks one share of common stock
Settlement timing Within 60 days Cash payout after cessation of director service
Phantom Stock Units financial
"The phantom stock units were accrued under the Zimmer Biomet Holdings, Inc. Deferred Compensation Plan for Non-Employee Directors."
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
"The phantom stock units were accrued under the Zimmer Biomet Holdings, Inc. Deferred Compensation Plan for Non-Employee Directors."
Conversion or Exercise Price financial
"The Conversion or Exercise Price of Derivative Security is 1-for-1."
settled in cash in a lump sum financial
"Units are to be settled in cash in a lump sum within sixty days after cessation of the reporting person's service as a Director."
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Form 4 Insider Transactions: What Each Field Means →
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*
Farrell Michael J.
(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)
06/30/2026		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)$86.65(2)06/30/2026A432.776 (3) (3)Common Stock432.776$019,606.716D
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 cash in a lump sum within sixty days after cessation of the reporting person's service as a Director.
/s/ Matthew R. St. Louis, Attorney-in-Fact for Michael J. Farrell (power of attorney previously filed)07/02/2026
** 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

FAQ

What did ZIMMER BIOMET (ZBH) director Michael J. Farrell report on this Form 4?

Michael J. Farrell reported receiving 432.776 phantom stock units as a grant. These units are part of his non-employee director compensation and track Zimmer Biomet common stock value but are ultimately settled in cash, not through open-market share purchases or sales.

Are the phantom stock units in this ZBH Form 4 settled in stock or cash?

The phantom stock units are settled in cash, not stock. They are paid in a lump sum cash payment within sixty days after Michael J. Farrell’s service as a director ends, while their value is linked to Zimmer Biomet common stock performance.

How many phantom stock units does Michael J. Farrell hold after this ZBH transaction?

After the grant of 432.776 phantom stock units, Michael J. Farrell holds 19,606.716 phantom stock units in total. All of these units are credited under Zimmer Biomet’s Deferred Compensation Plan for Non-Employee Directors and represent cash-settled, stock-value-based compensation.

Does this Zimmer Biomet Form 4 show Michael J. Farrell buying or selling ZBH shares?

This Form 4 does not show open-market buying or selling of ZBH shares. It records a compensation-related grant of phantom stock units, which are bookkeeping entries tied to stock value and will be settled in cash after his board service, not through stock trades.

What is the conversion rate for Michael J. Farrell’s phantom stock units at Zimmer Biomet?

The phantom stock units convert at a 1-for-1 rate with Zimmer Biomet common stock. This means each unit’s value mirrors one share’s price, although the units are not actual shares and are ultimately paid out as cash rather than stock.

When will Michael J. Farrell’s Zimmer Biomet phantom stock units be paid out?

The phantom stock units are to be paid in a lump sum cash payment within sixty days after Michael J. Farrell’s service as a Zimmer Biomet director ends. Until then, they remain as deferred compensation entries linked to the company’s common stock value.