Zimmer Biomet director granted stock and phantom units

BERNARD BETSY J reported acquisition or exercise transactions in this Form 4 filing.

(Neutral)

(Neutral)How Sentiment works

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

How Sentiment works How the balance works

Form Type

Rhea-AI Filing Summary

BERNARD BETSY J reported acquisition or exercise transactions in this Form 4 filing.

ZIMMER BIOMET HOLDINGS, INC. director Betsy J. Bernard received equity-based compensation rather than trading shares in the market. She was granted 1,517.274 Restricted Stock Units and 875.350 Phantom Stock Units, each representing 1-for-1 rights to common stock.

The Restricted Stock Units are immediately 100% vested but must be deferred until the later of her board departure or three years after grant. The Phantom Stock Units, accrued under the Deferred Compensation Plan for Non-Employee Directors, will be settled in common shares within sixty days after her service as a director ends. Following these awards, her reported holdings rose to 24,506 Restricted Stock Units and 21,581.562 Phantom Stock Units.

Insider Trade Summary

Grant/Award: 2,392.624 shares

Grant/Award 2 txns

Insider BERNARD BETSY J

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 — 21,581.562 contracts (Direct); Restricted Stock Units — 24,506 contracts (Direct)

Footnotes (6)

F1. The phantom stock units were accrued under the Zimmer Biomet Holdings, Inc. Deferred Compensation Plan for Non-Employee Directors.
F2. The Conversion or Exercise Price of Derivative Security is 1-for-1.
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.
F4. Includes 60.604 phantom stock units accrued on April 30, 2026, 57.375 phantom stock units accrued on January 30, 2026, 49.323 phantom stock units accrued on October 31, 2025 and 53.221 phantom stock units accrued on July 31, 2025, in each case under the dividend reinvestment provision of the Zimmer Biomet Holdings, Inc. Deferred Compensation Plan for Non-Employee Directors.
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.
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 Phantom Stock Units granted: 875.350 units RSU holdings after grant: 24,506 units +2 more

5 metrics

Restricted Stock Units granted 1,517.274 units Grant to Betsy J. Bernard on May 22, 2026

Phantom Stock Units granted 875.350 units Deferred compensation grant on May 22, 2026

RSU holdings after grant 24,506 units Total Restricted Stock Units following transaction

Phantom unit holdings after grant 21,581.562 units Total Phantom Stock Units following transaction

Conversion ratio 1-for-1 Each unit converts into one share of common stock

Key Terms

Restricted Stock Units, Phantom Stock Units, Deferred Compensation Plan for Non-Employee Directors, mandatory deferral, +1 more

5 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"

mandatory deferral financial

"Restricted Stock Units granted in prior years that are subject to different mandatory deferral periods"

dividend reinvestment provision financial

"phantom stock units accrued ... under the dividend reinvestment provision of the Zimmer Biomet Holdings, Inc. Deferred Compensation Plan"

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 did ZBH director Betsy J. Bernard report on this Form 4?

Betsy J. Bernard reported grants of Restricted Stock Units and Phantom Stock Units as director compensation, not open-market trades. She received 1,517.274 RSUs and 875.350 Phantom Stock Units, each convertible into one share of Zimmer Biomet common stock on specified future dates.

How many Restricted Stock Units does Betsy J. Bernard now hold at ZBH?

After the latest grant, Betsy J. Bernard holds 24,506 Restricted Stock Units. These units are immediately vested but subject to mandatory deferral until the later of her termination of service as a director or three years after the grant date, per plan terms.

What are Phantom Stock Units in the ZBH director compensation plan?

Phantom Stock Units are bookkeeping units that track Zimmer Biomet stock value and convert 1-for-1 into shares. Bernard’s units were accrued under the Deferred Compensation Plan for Non-Employee Directors and will be settled in common stock within sixty days after her board service ends.

How many Phantom Stock Units does Betsy J. Bernard hold after this transaction?

Following the reported acquisition, Betsy J. Bernard holds 21,581.562 Phantom Stock Units. This total includes the new 875.350 units plus earlier grants and dividend-reinvestment accruals recorded on several dates under the company’s non-employee director deferred compensation plan.

Are the new ZBH Restricted Stock Units for Betsy J. Bernard vested immediately?

Yes, the newly granted Restricted Stock Units are 100% vested immediately. However, they are subject to mandatory deferral until the later of Bernard’s termination of service as a director or three years after the grant date, delaying when she can receive the underlying shares.

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

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google

Accepted by SEC EDGAR 05/27/2026 - 04:13 PM EDT

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^*

BERNARD BETSY 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)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Phantom Stock Units⁽¹⁾	$85.68⁽²⁾	05/22/2026		A		875.35		⁽³⁾	⁽³⁾	Common Stock	875.35	$0	21,581.562⁽⁴⁾	D
Restricted Stock Units	⁽²⁾	05/22/2026		A		1,517.274		⁽⁵⁾	⁽⁵⁾	Common Stock	1,517.274	$0	24,506⁽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 60.604 phantom stock units accrued on April 30, 2026, 57.375 phantom stock units accrued on January 30, 2026, 49.323 phantom stock units accrued on October 31, 2025 and 53.221 phantom stock units accrued on July 31, 2025, in each case 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 Betsy J. Bernard (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)

Source: View Original Filing on SEC EDGAR