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

Zimmer Biomet (NYSE: ZBH) executive exercises RSUs, withholds shares for taxes

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

Rhea-AI Filing Summary

ZIMMER BIOMET HOLDINGS, INC. executive Chad F. Phipps exercised restricted stock units into common stock and used a portion of the resulting shares to cover taxes. On March 6, 2026, RSUs representing 6,786 shares of common stock were converted.

The company withheld a total of 2,732 shares of common stock at $92.54 per share to satisfy tax withholding obligations, as disclosed in the footnotes. After these transactions, Phipps directly owned 67,760 shares of Zimmer Biomet common stock. These events reflect compensation-related vesting and tax withholding rather than open-market trading.

Positive

  • None.

Negative

  • None.
Insider Phipps Chad F
Role See remarks below.
Type Security Shares Price Value
Exercise Restricted Stock Units 4,692 $0.00 --
Exercise Restricted Stock Units 2,094 $0.00 --
Exercise Common Stock 4,692 $0.00 --
Tax Withholding Common Stock 1,889 $92.54 $175K
Exercise Common Stock 2,094 $0.00 --
Tax Withholding Common Stock 843 $92.54 $78K
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock — 68,398 shares (Direct)
Footnotes (1)
  1. Represents shares withheld by Zimmer Biomet Holdings, Inc. (the "Company") to satisfy tax withholding obligations on the vesting of restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of Company common stock.
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).
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*
Phipps Chad F
(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)
See remarks below.
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 4,692 A $0 68,398 D
Common Stock 03/06/2026 F 1,889(1) D $92.54 66,509 D
Common Stock 03/06/2026 M 2,094 A $0 68,603 D
Common Stock 03/06/2026 F 843(1) D $92.54 67,760 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 4,692 03/06/2026 03/06/2026 Common Stock 4,692 $0 0 D
Restricted Stock Units (2) 03/06/2026 M 2,094 03/06/2026 03/06/2026 Common Stock 2,094 $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.
Remarks:
Senior Vice President, Chief Legal, Corporate Affairs and Secretary
/s/ Matthew R. St. Louis, Attorney-in-Fact for Chad F. Phipps (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.
* 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 insider transaction did Chad F. Phipps report for ZBH?

Chad F. Phipps exercised restricted stock units into Zimmer Biomet common stock. On March 6, 2026, RSUs representing 6,786 shares were converted into common shares as part of compensation-related vesting, rather than an open-market stock purchase.

How many Zimmer Biomet shares were withheld for taxes in this Form 4?

A total of 2,732 Zimmer Biomet shares were withheld for taxes. The company retained 1,889 shares and 843 shares at a price of $92.54 each to satisfy tax withholding obligations tied to the RSU vesting.

Did Chad F. Phipps sell Zimmer Biomet (ZBH) shares on the market?

The filing does not show any open-market sales by Chad F. Phipps. Shares labeled with code “F” were withheld by the company to cover tax liabilities from RSU vesting, which is different from discretionary sales on the open market.

How many Zimmer Biomet shares does Chad F. Phipps own after these transactions?

Following the reported transactions, Chad F. Phipps directly held 67,760 shares. This figure reflects his Zimmer Biomet common stock position after exercising RSUs and the company’s share withholding for associated tax obligations.

What does transaction code M mean in the ZBH Form 4 filing?

Transaction code “M” indicates the exercise or conversion of a derivative security. In this case, it reflects restricted stock units converting into Zimmer Biomet common stock as part of equity-based compensation, rather than an ordinary stock market purchase.

What does transaction code F signify in this Zimmer Biomet Form 4?

Transaction code “F” represents shares used to pay taxes on equity awards. For Chad F. Phipps, Zimmer Biomet withheld common stock at $92.54 per share to satisfy tax withholding obligations tied to the vesting of restricted stock units.