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ZBH Form 4: 280.326 Phantom Units Granted to Director Robert Hagemann

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

Rhea-AI Filing Summary

Robert Hagemann, a non-employee director of Zimmer Biomet Holdings, Inc. (ZBH), was granted 280.326 phantom stock units on 09/30/2025 under the company's Deferred Compensation Plan for Non-Employee Directors. The units convert on a 1-for-1 basis into common stock value and are recorded at a per-unit price of $98.1, producing a reported aggregate value of $31,207.57. The filing notes that 79.18 of the units were accrued on 07/31/2025 under a dividend reinvestment provision. The phantom units are payable in cash in five annual installments beginning within 60 days after the calendar year in which the director's service ends.

Positive

  • 280.326 phantom stock units granted aligns director compensation with shareholder value
  • Dividend reinvestment added 79.18 units, showing plan accruals reflect dividends

Negative

  • Cash settlement structure may create a future cash liability when director service ends
  • Grant value is modest ($31,207.57) and unlikely to meaningfully increase director ownership stake
Insider HAGEMANN ROBERT
Role Director
Type Security Shares Price Value
Grant/Award Phantom Stock Units 280.326 $0.00 --
Holdings After Transaction: Phantom Stock Units — 31,207.57 shares (Direct)
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 five annual installments commencing within sixty days after the end of the calendar year in which the cessation of the reporting person's service as a Director occurs. Includes 79.18 phantom stock units accrued on July 31, 2025 under the dividend reinvestment provision of the Zimmer Biomet Holdings, Inc. Deferred Compensation Plan for Non-Employee Directors.
Form 4 Insider Transactions: What Each Field Means →
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).
1. Name and Address of Reporting Person*
HAGEMANN ROBERT
(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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025
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
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
Phantom Stock Units(1) $98.1(2) 09/30/2025 A 280.326 (3) (3) Common Stock 280.326 $0 31,207.57(4) 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 cash in five annual installments commencing within sixty days after the end of the calendar year in which the cessation of the reporting person's service as a Director occurs.
4. Includes 79.18 phantom stock units accrued on July 31, 2025 under the dividend reinvestment provision of the Zimmer Biomet Holdings, Inc. Deferred Compensation Plan for Non-Employee Directors.
/s/ Matthew R. St. Louis, Attorney-in-Fact for Robert A. Hagemann (power of attorney previously filed) 10/02/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did Zimmer Biomet director Robert Hagemann receive in the Form 4 filing (ZBH)?

280.326 phantom stock units granted on 09/30/2025, valued at $31,207.57 (1-for-1 conversion).

How are the phantom stock units settled for ZBH director grants?

The units are settled in cash in five annual installments starting within 60 days after the calendar year the director's service ends.

Was any portion of the phantom units from dividends?

79.18 phantom stock units were accrued on 07/31/2025 under the plan's dividend reinvestment provision.

What conversion or exercise price applies to the derivative security in this Form 4?

The conversion/exercise price is reported as 1-for-1, meaning one phantom unit corresponds to one share-equivalent value.

Who signed the Form 4 filing for Robert Hagemann?

The form was signed by Matthew R. St. Louis, Attorney-in-Fact on behalf of Robert A. Hagemann on 10/02/2025.