Zimmer Biomet (ZBH) HR chief logs RSU vesting and tax share withholding

Rhea-AI Filing Summary

Zimmer Biomet Holdings senior vice president and chief human resources officer Lori Winkler reported equity transactions tied to restricted stock units. On February 25, 2026, 2,347 RSUs were exercised into 2,347 shares of common stock at $0.00 per share as part of an RSU vesting event. A footnote explains that one-third of the RSUs vested on that date, with the remainder vesting in equal parts on February 25, 2027 and February 25, 2028. To cover tax withholding on the vesting, 924 shares of common stock were withheld by the company at a reference price of $99.51 per share. After these transactions, Winkler directly held 9,418 shares of common stock and 4,693 RSUs.

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

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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^*

Winkler Lori

(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)
	SVP and CHRO

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

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	02/25/2026		M		2,347	A	$0	10,342	D
Common Stock	02/25/2026		F		924(1)	D	$99.51	9,418	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	$0	02/25/2026		M			2,347	(2)	(2)	Common Stock	2,347	$0	4,693	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. One-third of the RSUs vested on February 25, 2026. The remaining RSUs vest one-half on each of February 25, 2027 and February 25, 2028.

	/s/ Matthew R. St. Louis, Attorney-in-Fact for Lori Winkler (power of attorney previously filed)	02/27/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did ZBH executive Lori Winkler report on this Form 4?

Lori Winkler reported RSU-related activity, including conversion of 2,347 restricted stock units into common shares and a tax-withholding disposition of 924 shares. These transactions reflect equity compensation vesting rather than an open-market stock purchase or sale.

How many Zimmer Biomet (ZBH) RSUs vested for Lori Winkler on February 25, 2026?

One-third of Lori Winkler’s restricted stock units vested on February 25, 2026, converting 2,347 RSUs into 2,347 common shares. Footnotes state the remaining RSUs will vest in two equal installments on February 25, 2027 and February 25, 2028.

Why were 924 shares of Zimmer Biomet (ZBH) stock disposed of in Lori Winkler’s Form 4?

The 924 shares were withheld by Zimmer Biomet to satisfy tax withholding obligations arising from the RSU vesting. This tax-withholding disposition, reported with code F, reflects shares surrendered to the company, not an open-market sale by the executive.

What Zimmer Biomet (ZBH) share holdings does Lori Winkler report after these transactions?

Following the reported RSU conversion and tax withholding, Lori Winkler directly held 9,418 shares of Zimmer Biomet common stock. She also reported ownership of 4,693 remaining restricted stock units that are scheduled to vest in future years under the award terms.

How are Lori Winkler’s remaining Zimmer Biomet (ZBH) RSUs scheduled to vest?

After one-third vested on February 25, 2026, the remaining RSUs are scheduled to vest in two equal tranches. According to the footnote, one-half will vest on February 25, 2027, and the final half will vest on February 25, 2028, subject to award conditions.