Zimmer Biomet director granted 317 phantom units

HAGEMANN ROBERT reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

HAGEMANN ROBERT reported acquisition or exercise transactions in this Form 4 filing.

Zimmer Biomet Holdings director Robert Hagemann received a grant of 317.369 Phantom Stock Units, equivalent on a 1-for-1 basis to shares of common stock. These units were accrued under the company’s Deferred Compensation Plan for Non-Employee Directors and are settled only in cash.

After this award, Hagemann holds a total of 33,269.443 Phantom Stock Units. The units will be paid out in five annual cash installments that begin within sixty days after the calendar year in which his service as a director ends, linking this compensation to his board tenure rather than near-term market trading.

Insider Trade Summary

Grant/Award: 317.369 shares

Grant/Award 1 txn

Insider HAGEMANN ROBERT

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock Units	317.369	$0.00	$0.00

Holdings After Transaction: Phantom Stock Units — 33,269.443 contracts (Direct)

Footnotes (3)

1. F1. The phantom stock units were accrued under the Zimmer Biomet Holdings, Inc. Deferred Compensation Plan for Non-Employee Directors.
2. F2. The Conversion or Exercise Price of Derivative Security is 1-for-1.
3. F3. 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.

Key Figures

Phantom Stock Units granted: 317.369 units Total Phantom Stock Units after grant: 33,269.443 units Conversion ratio: 1-for-1 +2 more

5 metrics

Phantom Stock Units granted 317.369 units Grant under Deferred Compensation Plan on 2026-06-30

Total Phantom Stock Units after grant 33,269.443 units Holdings following the reported transaction

Conversion ratio 1-for-1 Each Phantom Stock Unit tracks one share of common stock

Exercise/Conversion price field 0.0000 / 86.6500 Phantom units accrued; plan footnote states 1-for-1 conversion

Installment count 5 annual installments Cash settlement schedule after end of director service year

Key Terms

Phantom Stock Units, Deferred Compensation Plan for Non-Employee Directors, 1-for-1, settled in cash, +1 more

5 terms

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."

1-for-1 financial

"The Conversion or Exercise Price of Derivative Security is 1-for-1."

settled in cash financial

"Units are to be settled in cash in five annual installments"

annual installments financial

"settled in cash in five annual installments commencing within sixty days"

FAQ

What did Zimmer Biomet (ZBH) director Robert Hagemann report in this Form 4?

Robert Hagemann reported receiving 317.369 Phantom Stock Units as director compensation. These units mirror Zimmer Biomet common stock on a 1-for-1 basis and increase his total Phantom Stock Units holding to 33,269.443 under the company’s non-employee director deferred compensation plan.

Is Robert Hagemann buying or selling Zimmer Biomet (ZBH) stock in this filing?

This filing shows an acquisition as a grant, not an open-market trade. Hagemann received 317.369 Phantom Stock Units as deferred director compensation, which will be settled in cash based on value rather than involving immediate purchases or sales of Zimmer Biomet common shares.

How many Phantom Stock Units does Robert Hagemann now hold at Zimmer Biomet (ZBH)?

After the latest grant, Robert Hagemann holds 33,269.443 Phantom Stock Units. Each unit tracks Zimmer Biomet common stock on a 1-for-1 basis, and the accumulated balance represents deferred cash-settled compensation tied to his continuing service as a non-employee director.

How will Robert Hagemann’s Zimmer Biomet (ZBH) Phantom Stock Units be paid out?

The Phantom Stock Units will be settled in cash in five annual installments. Payments begin within sixty days after the end of the calendar year in which Hagemann’s service as a director ceases, spreading the cash compensation over multiple years following board departure.

What is the economic link between Zimmer Biomet (ZBH) Phantom Stock Units and common stock?

The Phantom Stock Units convert on a 1-for-1 basis with Zimmer Biomet common stock. Although they are settled in cash rather than shares, their value tracks the underlying stock price, aligning director compensation with shareholder value without issuing additional common shares directly.

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Accepted by SEC EDGAR 07/02/2026 - 04:23 PM 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^*

HAGEMANN ROBERT

(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)

X	Director		10% 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)

X	Form 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)
			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)	$86.65(2)	06/30/2026		A		317.369		(3)	(3)	Common Stock	317.369	$0	33,269.443	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.

	/s/ Matthew R. St. Louis, Attorney-in-Fact for Robert Hagemann (power of attorney previously filed)	07/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)