Zimmer Biomet (NYSE: ZBH) SVP receives RSU stock; shares withheld for tax

Rhea-AI Filing Summary

Zimmer Biomet Holdings senior vice president and chief human resources officer Lori Winkler reported routine equity compensation activity. On March 6, 2026, restricted stock units converted into 5,634 shares of common stock, with each RSU representing one share.

To cover tax withholding obligations on the RSU vesting, the company withheld 2,178 shares at a reference price of $92.54 per share, as disclosed. After these transactions, Winkler directly owns 12,874 shares of Zimmer Biomet common stock. The filing shows no open‑market purchases or sales, only RSU vesting and tax withholding.

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

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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^*

Winkler Lori

(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)
	SVP and CHRO

3. Date of Earliest Transaction (Month/Day/Year)
03/06/2026

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	03/06/2026		M		3,935	A	$0	13,353	D
Common Stock	03/06/2026		F		1,549(1)	D	$92.54	11,804	D
Common Stock	03/06/2026		M		1,699	A	$0	13,503	D
Common Stock	03/06/2026		F		629(1)	D	$92.54	12,874	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)	03/06/2026		M			3,935	03/06/2026	03/06/2026	Common Stock	3,935	$0	0	D
Restricted Stock Units	(2)	03/06/2026		M			1,699	03/06/2026	03/06/2026	Common Stock	1,699	$0	0	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.

	/s/ Matthew R. St. Louis, Attorney-in-Fact for Lori Winkler (power of attorney previously filed)	03/10/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did Zimmer Biomet (ZBH) executive Lori Winkler report in this Form 4?

Lori Winkler reported RSU vesting and related tax withholding transactions. Restricted stock units converted into 5,634 common shares, and 2,178 shares were withheld to satisfy tax obligations, leaving her with 12,874 Zimmer Biomet shares held directly.

How many Zimmer Biomet shares did Lori Winkler receive from RSU vesting?

She received 5,634 common shares through the exercise and conversion of restricted stock units. Each RSU represented a contingent right to one share of Zimmer Biomet common stock, and all visible RSUs in this filing converted on March 6, 2026.

How many Zimmer Biomet shares were withheld for Lori Winkler’s taxes?

A total of 2,178 shares were withheld to satisfy tax withholding obligations on the vesting RSUs. These consisted of 1,549 shares and 629 shares withheld at a reference price of $92.54 per share, as disclosed in the Form 4 footnotes.

What is Lori Winkler’s direct Zimmer Biomet shareholding after these transactions?

Following the RSU conversions and tax withholding, Lori Winkler directly holds 12,874 shares of Zimmer Biomet common stock. This figure reflects the net position after 5,634 shares were issued from RSUs and 2,178 shares were withheld for tax obligations.

Did Lori Winkler buy or sell Zimmer Biomet shares on the open market?

The filing does not report any open-market purchases or sales. Instead, it shows RSU conversions coded as “M” and share dispositions coded as “F” solely to cover tax withholding on vesting, which are not discretionary market trades.

What do the Form 4 codes M and F mean in Lori Winkler’s transactions?

Code M indicates the exercise or conversion of derivative securities, here restricted stock units converting into common shares. Code F indicates shares delivered back to the company to pay tax liabilities, representing tax withholding rather than an open-market sale.