Zimmer Biomet director awarded stock-based units

Shapiro Louis reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Shapiro Louis reported acquisition or exercise transactions in this Form 4 filing.

Zimmer Biomet Holdings director Louis Shapiro received new equity-based awards. On May 22, 2026, he was granted 1,517.274 Restricted Stock Units tied to common stock, increasing his total Restricted Stock Units to 3,991.063.

He was also granted 875.350 Phantom Stock Units under the Zimmer Biomet Deferred Compensation Plan for Non-Employee Directors, bringing his total phantom units to 3,544.416, including 7.812 units accrued through dividend reinvestment. Both award types represent deferred compensation, with phantom units and deferred RSUs to be settled in company common stock under the plan’s terms.

Insider Trade Summary

Grant/Award: 2,392.624 shares

Grant/Award 2 txns

Insider Shapiro Louis

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock Units	875.35	$0.00	$0.00
Grant/Award	Restricted Stock Units	1,517.274	$0.00	$0.00

Holdings After Transaction: Phantom Stock Units — 3,544.416 contracts (Direct); Restricted Stock Units — 3,991.063 contracts (Direct)

Footnotes (6)

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 shares of Company common stock within sixty days after cessation of the reporting person's service as a Director.
4. F4. Includes 7.812 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. F5. 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 of service as a Director or (2) the date that is three years after the grant date.
6. F6. Includes Restricted Stock Units granted in prior years that are subject to different mandatory deferral periods.

Key Figures

Restricted Stock Units granted: 1,517.274 units RSU holdings after grant: 3,991.063 units Phantom Stock Units granted: 875.350 units +3 more

6 metrics

Restricted Stock Units granted 1,517.274 units Grant on May 22, 2026

RSU holdings after grant 3,991.063 units Total Restricted Stock Units following transaction

Phantom Stock Units granted 875.350 units Grant on May 22, 2026 under director deferred plan

Phantom units after grant 3,544.416 units Total Phantom Stock Units following transaction

Dividend reinvestment phantom units 7.812 units Accrued on April 30, 2026 via dividend reinvestment

Conversion ratio 1-for-1 Phantom and deferred units convert into common stock 1-for-1

Key Terms

Restricted Stock Units, Phantom Stock Units, Deferred Compensation Plan for Non-Employee Directors, dividend reinvestment provision

4 terms

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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did ZIMMER BIOMET (ZBH) director Louis Shapiro report?

Director Louis Shapiro reported awards of 1,517.274 Restricted Stock Units and 875.350 Phantom Stock Units. These are equity-based compensation grants, not open-market stock purchases or sales, and will convert into Zimmer Biomet common shares under specified deferral and settlement terms.

Are Louis Shapiro’s new Zimmer Biomet (ZBH) awards immediately vested or deferred?

The Restricted Stock Units are immediately 100% vested but subject to mandatory deferral until the later of his director service ending or three years after grant. Phantom Stock Units are deferred and will be settled in Zimmer Biomet common stock under the company’s director deferred compensation plan.

How many Zimmer Biomet (ZBH) Restricted Stock Units does Louis Shapiro hold after this filing?

After the latest grant of 1,517.274 Restricted Stock Units, Louis Shapiro holds a total of 3,991.063 Restricted Stock Units. These units represent rights to receive shares of Zimmer Biomet common stock in the future, subject to the plan’s deferral and settlement conditions.

What are Phantom Stock Units in the Zimmer Biomet (ZBH) director plan?

Phantom Stock Units are bookkeeping units that track the value of Zimmer Biomet common stock and are credited under the Deferred Compensation Plan for Non-Employee Directors. They are settled in common shares, generally within sixty days after the director’s service on the board ends.

How many Zimmer Biomet (ZBH) Phantom Stock Units does Louis Shapiro now have?

Following the award of 875.350 Phantom Stock Units, Louis Shapiro holds 3,544.416 phantom units. This total includes 7.812 units accrued earlier through the plan’s dividend reinvestment provision, all to be settled in Zimmer Biomet common stock at a future date.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/27/2026 - 04:12 PM EDT 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^*

Shapiro Louis

(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)
05/22/2026

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)	$85.68(2)	05/22/2026		A		875.35		(3)	(3)	Common Stock	875.35	$0	3,544.416(4)	D
Restricted Stock Units	(2)	05/22/2026		A		1,517.274		(5)	(5)	Common Stock	1,517.274	$0	3,991.063(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 7.812 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 of service 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 Louis Shapiro (power of attorney previously filed)	05/27/2026
	** 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)