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Zimmer Biomet (NYSE: ZBH) director receives new RSU and phantom unit awards

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 director Michael J. Farrell received new equity-based awards as part of his board compensation. On May 22, 2026, he was granted 1,517.274 Restricted Stock Units tied to common stock, bringing his total Restricted Stock Units to 13,757.

On the same date, he also received 875.350 Phantom Stock Units under the company’s Deferred Compensation Plan for Non-Employee Directors, increasing his phantom unit balance to 19,173.940. These units are generally settled in shares of common stock after his board service ends and are subject to mandatory deferral and dividend reinvestment features.

Positive

  • None.

Negative

  • None.
Insider Farrell Michael J.
Role null
Type Security Shares Price Value
Grant/Award Phantom Stock Units 875.35 $0.00 --
Grant/Award Restricted Stock Units 1,517.274 $0.00 --
Holdings After Transaction: Phantom Stock Units — 19,173.94 shares (Direct, null); Restricted Stock Units — 13,757 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 shares of Company common stock within sixty days after cessation of the reporting person's service as a Director. Includes 53.557 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. 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 as a Director or (2) the date that is three years after the grant date. 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 on May 22, 2026 to director Michael J. Farrell
RSU balance after grant 13,757 units Total Restricted Stock Units following May 22, 2026 award
Phantom Stock Units granted 875.350 units Deferred Compensation Plan grant on May 22, 2026
Phantom units after grant 19,173.940 units Phantom Stock Units balance including dividend reinvestment
Dividend reinvestment phantom units 53.557 units Accrued on April 30, 2026 under dividend reinvestment provision
Conversion ratio for phantom units 1-for-1 Each Phantom Stock Unit equals one share of common stock
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"
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)
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$019,173.94(4)D
Restricted Stock Units(2)05/22/2026A1,517.274 (5) (5)Common Stock1,517.274$013,757(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 53.557 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 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 Michael J. Farrell (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

FAQ

What insider transactions did ZIMMER BIOMET (ZBH) director Michael Farrell report?

Michael Farrell reported receiving equity awards, not buying or selling shares on the market. He was granted 1,517.274 Restricted Stock Units and 875.350 Phantom Stock Units as part of his non-employee director compensation on May 22, 2026.

How many Restricted Stock Units did ZBH grant to director Michael Farrell?

Zimmer Biomet granted Michael Farrell 1,517.274 Restricted Stock Units. Following this grant, his total Restricted Stock Units rose to 13,757, all tied to Zimmer Biomet common stock and subject to mandatory deferral conditions described in the company’s non-employee director arrangements.

What are the Phantom Stock Units received by ZBH director Michael Farrell?

Phantom Stock Units are deferred compensation units linked 1-for-1 to common shares. Farrell received 875.350 new units, increasing his balance to 19,173.940. They were accrued under Zimmer Biomet’s Deferred Compensation Plan for Non-Employee Directors and are settled in common stock after his board service ends.

When will Michael Farrell’s Phantom Stock Units at ZBH be settled?

The Phantom Stock Units are to be settled in common stock after service ends. They will be delivered within sixty days after Michael Farrell ceases serving as a director, consistent with the terms of Zimmer Biomet’s Deferred Compensation Plan for Non-Employee Directors.

Are Michael Farrell’s Restricted Stock Units at ZBH immediately vested?

The newly granted Restricted Stock Units are immediately 100% vested. However, they are subject to mandatory deferral until the later of his termination as a director or three years after the grant date, aligning director compensation with longer-term company performance and governance policies.

Do Michael Farrell’s Phantom Stock Units at ZBH include dividend reinvestment credits?

Yes, his Phantom Stock Units include amounts from dividend reinvestment. The reported balance includes 53.557 phantom stock units that accrued on April 30, 2026 under the dividend reinvestment provision of Zimmer Biomet’s Deferred Compensation Plan for Non-Employee Directors.