NYSE
41 days, 15 hours ago 
FNA
Paragon 28, INC
Form 4: Paragon 28, Inc. Officer Reports Disposition of Shares and Derivative Securities Following Merger
Robert S. McCormack, General Counsel and Corporate Secretary of Paragon 28, Inc., reports the disposition of common stock and performance stock units due to the merger with Zimmer Biomet Holdings, Inc.
NYSE
41 days, 15 hours ago 
FNA
Paragon 28, INC
Form 4: Paragon 28, Inc. Director Meghan Scanlon Reports Disposal of Shares in Merger with Zimmer Biomet
Meghan Scanlon, a director of Paragon 28, Inc., reported the disposal of 42,113 shares of common stock due to the merger with Zimmer Biomet Holdings, Inc.
NYSE
41 days, 15 hours ago 
FNA
Paragon 28, INC
Form 4: Paragon 28 Director Schnettler Reports Share Disposal Following Merger with Zimmer Biomet
Thomas Schnettler, a director at Paragon 28, reports the disposal of common stock due to the merger with Zimmer Biomet, receiving cash and contingent value rights.
NYSE
41 days, 15 hours ago 
FNA
Paragon 28, INC
Form 4: Paragon 28 Director Stephen Oesterle Reports Disposition of Shares and Options Following Merger with Zimmer Biomet
Stephen Oesterle, a director of Paragon 28, reports the disposition of common stock and stock options due to the merger with Zimmer Biomet Holdings, Inc.
NYSE
41 days, 15 hours ago 
FNA
Paragon 28, INC
Form 4: Paragon 28 Director B. Kristine Johnson Disposes of Shares in Merger with Zimmer Biomet
Director B. Kristine Johnson reports the disposal of Paragon 28 shares following the company's merger with Zimmer Biomet, receiving cash and contingent value rights in exchange.
NYSE
41 days, 15 hours ago 
FNA
Paragon 28, INC
Form 4: Paragon 28 Officer Matthew Jarboe Reports Disposition of Shares and Derivatives Following Zimmer Biomet Merger
Matthew Jarboe, Chief Commercial Officer of Paragon 28, reports the disposition of common stock, performance stock units, and stock options due to the merger with Zimmer Biomet Holdings, Inc.
NYSE
41 days, 15 hours ago 
FNA
Paragon 28, INC
Form 4: Paragon 28 EVP Andrew James Hill Disposes of Shares Following Merger with Zimmer Biomet
EVP of Research & Development at Paragon 28, Andrew James Hill, reports the disposal of shares and performance stock units following the merger with Zimmer Biomet Holdings, Inc.
NYSE
41 days, 15 hours ago 
FNA
Paragon 28, INC
Form 4: Paragon 28 Director Blackford Reports Disposal of Shares Following Merger with Zimmer Biomet
Director Quentin S. Blackford reports the disposal of Paragon 28 shares due to the merger with Zimmer Biomet Holdings, Inc., where each share was converted into cash and a contingent value right.
NYSE
41 days, 15 hours ago 
FNA
Paragon 28, INC
Form 4: Paragon 28 Director Kristina Wright Reports Disposal of Shares Following Merger with Zimmer Biomet
Kristina Wright, a director at Paragon 28, reported the disposal of common stock due to the merger with Zimmer Biomet, where each share was converted into cash and a contingent value right.
NYSE
41 days, 15 hours ago 
FNA
Paragon 28, INC
Form 4: Paragon 28 CFO Chadi Chahine Reports Disposition of Shares and Derivative Securities Following Merger with Zimmer Biomet
Chadi Chahine, CFO of Paragon 28, reports the disposition of common stock and performance stock units due to the merger with Zimmer Biomet, where each share was converted into cash and a contingent value right.
NYSE
41 days, 15 hours ago 
FNA
Paragon 28, INC
Form 4: Paragon 28 Director Alf Grunwald Disposes of Shares in Merger with Zimmer Biomet
Director Alf Grunwald reports the disposal of Paragon 28 shares following the merger with Zimmer Biomet, receiving cash and contingent value rights.
NYSE
41 days, 16 hours ago 
FNA
Paragon 28, INC
8-K: Paragon 28 Acquired by Zimmer Biomet: Merger Completed, Stock Delisted
Paragon 28, Inc. has completed its merger with a subsidiary of Zimmer Biomet, resulting in the company becoming a wholly-owned subsidiary and the delisting of its common stock from the New York Stock Exchange.
NYSE
45 days, 16 hours ago 
FNA
Paragon 28, INC
8-K: Paragon 28 Stockholders Approve Merger with Zimmer Biomet Subsidiary
Paragon 28, Inc. announces that its stockholders have approved the merger agreement with Zimmer, Inc., a wholly-owned subsidiary of Zimmer Biomet Holdings, Inc., at a special meeting held on April 17, 2025.
NYSE
52 days, 15 hours ago 
FNA
Paragon 28, INC
8-K: Paragon 28 Addresses Stockholder Lawsuits and Provides Supplemental Disclosures Regarding Merger with Zimmer Biomet
Paragon 28 updates its proxy statement with supplemental disclosures to address stockholder lawsuits and demand letters related to its pending merger with Zimmer Biomet.
NYSE
69 days, 15 hours ago 
FNA
Paragon 28, INC
Form 4: Paragon 28 CFO Chadi Chahine Reports Acquisition and Disposal of Common Stock
Chadi Chahine, CFO of Paragon 28, reports acquiring and disposing of common stock and holding 520,657 shares following the reported transaction.
NYSE
69 days, 15 hours ago 
FNA
Paragon 28, INC
Form 4: Paragon 28 Executive Andrew Hill Reports Acquisition of Restricted Stock Units
EVP of Research & Development at Paragon 28, Andrew James Hill, reports the acquisition of restricted stock units and a decrease in holdings.
NYSE
69 days, 15 hours ago 
FNA
Paragon 28, INC
Form 4: Paragon 28, Inc. Executive Matthew Jarboe Reports Changes in Beneficial Ownership
Chief Commercial Officer Matthew Jarboe reports acquisition and disposal of Paragon 28, Inc. common stock and restricted stock units.
NYSE
69 days, 15 hours ago 
FNA
Paragon 28, INC
Form 4: Paragon 28, Inc. Executive Reports Acquisition and Disposal of Common Stock
Robert S. McCormack, General Counsel and Corporate Secretary of Paragon 28, Inc., reports the acquisition of restricted stock units and disposal of common stock.
NYSE
69 days, 15 hours ago 
FNA
Paragon 28, INC
Form 4: Albert DaCosta Reports Acquisition of 337,682 Common Stock Shares in Paragon 28, Inc.
Albert DaCosta, a director, 10% owner, and officer of Paragon 28, Inc., reported acquiring 337,682 shares of common stock on March 20, 2025, according to a Form 4 filing.
NYSE
75 days, 16 hours ago 
FNA
Paragon 28, INC
Form 4: Albert DaCosta Reports Changes in Beneficial Ownership of Paragon 28, Inc. Shares
Albert DaCosta, a director, 10% owner, and officer of Paragon 28, Inc., reports changes in his beneficial ownership of the company's common stock due to gift transactions.
FNA 
Paragon 28, INC 
NYSE

Form 4: Paragon 28 Director Alf Grunwald Disposes of Shares in Merger with Zimmer Biomet

Sentiment:
 SEC Form 4
 21 April 2025 5:00 PM

Director Alf Grunwald reports the disposal of Paragon 28 shares following the merger with Zimmer Biomet, receiving cash and contingent value rights.

Summary
  • Alf Grunwald, a director of Paragon 28, Inc., filed a Form 4 detailing changes in beneficial ownership.
  • The filing is triggered by the merger between Paragon 28 and Zimmer Biomet, which became effective on April 21, 2025.
  • As a result of the merger, Grunwald disposed of 51,935 shares of Paragon 28 common stock.
  • Each share was converted into the right to receive $13.00 in cash and one contingent value right (CVR) potentially worth up to $1.00.
  • The CVR is contingent upon the achievement of specified milestones outlined in the CVR Agreement.
  • Grunwald also had restricted stock units that vested and were canceled, entitling him to the cash consideration and CVRs for each underlying share.
Sentiment

Score: 7

Explanation: The sentiment is neutral to slightly positive. The merger provides shareholders with immediate cash and a potential future payout through the CVR. However, the CVR's value is uncertain.

Risks
  • The contingent value right (CVR) payment is not guaranteed and depends on the achievement of specified milestones, introducing uncertainty.
Future Outlook

The future value of the CVR depends on Zimmer Biomet achieving the milestones specified in the CVR Agreement.

Industry Context

This merger reflects a trend of consolidation in the medical device industry, where larger companies acquire smaller, innovative firms to expand their product portfolios and market reach.

Comparison to Industry Standards
  • Mergers in the medical device industry often involve a combination of upfront cash payments and contingent value rights (CVRs) to bridge valuation gaps and align the interests of both parties.
  • Similar deals include Medtronic's acquisition of Mazor Robotics, which also included CVRs based on regulatory and commercial milestones.
  • The $13.00 cash consideration per share is within the typical range for acquisitions of companies in Paragon 28's sector, but the ultimate value depends on the CVR payout.
Stakeholder Impact
  • Shareholders receive $13.00 in cash per share and a CVR.
  • Employees of Paragon 28 become part of Zimmer Biomet.
Key Dates
  • January 28, 2025: Date of the Agreement and Plan of Merger between Paragon 28, Zimmer Biomet Holdings, Inc., Zimmer, Inc., and Gazelle Merger Sub I, Inc.
  • April 21, 2025: Date of the earliest transaction and the effective time of the merger.
Keywords
Merger, Paragon 28, Zimmer Biomet, Form 4, Beneficial Ownership, Alf Grunwald, Contingent Value Right, CVR
FNA 
Paragon 28, INC 
NYSE
Sector: TBD
 
Filings with Classifications
Worse than expected
6 March 2025 4:01 PM
Annual Report
  • The company's gross profit margin decreased from 76.0% in 2023 to 74.7% in 2024.
  • The company has identified material weaknesses in its internal control over financial reporting.
Worse than expected
29 January 2025 6:03 PM
SEC Form 4
  • The document indicates that a major shareholder is reducing their position in the company, which is generally viewed negatively by the market.
Capital raise
29 January 2025 8:06 AM
Merger Announcement
  • Zimmer Biomet plans to fund the proposed transaction through a combination of cash on the balance sheet and other available debt financing sources.
Better than expected
13 January 2025 8:30 AM
Preliminary Earnings Announcement
  • The company's revenue growth of approximately 18% for both the fourth quarter and full year exceeded the industry's growth rate of 7% CAGR.
  • Paragon 28 achieved adjusted EBITDA profitability in the third quarter for the first time since its IPO, indicating better than expected financial performance.
  • The company's free cash flow improved by 69.5% in 3Q24 compared to 3Q23, demonstrating better than expected operational efficiency.
Worse than expected
10 December 2024 4:43 PM
SEC Form 4 Filing
  • The document indicates a reduction in shareholding by a major investor, which is generally viewed negatively by the market.
Worse than expected
26 November 2024 4:29 PM
SEC Form 4 Filing
  • The document indicates a reduction in ownership by a major shareholder, which is generally viewed negatively by the market.
Worse than expected
22 November 2024 4:27 PM
SEC Form 4 Filing
  • A significant shareholder reducing their stake is generally viewed negatively by the market.
Better than expected
12 November 2024 4:04 PM
Quarterly Report
  • The company exceeded expectations by achieving positive Adjusted EBITDA for the first time since its IPO.
  • The company raised its full-year revenue guidance, indicating stronger than anticipated performance.
  • The company significantly improved its Free Cash Flow compared to the prior year period.
Capital raise
12 November 2024 4:01 PM
Quarterly Report
  • The company may require additional financing to fund its operations and planned growth.
  • The company may seek to raise additional capital through public or private equity offerings, debt financings, credit or loan facilities, or a combination of these funding sources.
Worse than expected
12 November 2024 4:01 PM
Quarterly Report
  • The company's net losses increased despite revenue growth, indicating that expenses are growing faster than revenue.
  • The gross profit margin decreased due to higher non-cash charges for excess and obsolete inventory.
  • The company identified material weaknesses in its internal controls over financial reporting.
Worse than expected
8 August 2024 4:15 PM
Quarterly Report
  • The company's net loss widened and adjusted EBITDA decreased compared to the same period last year, indicating worse than expected profitability.
Worse than expected
8 August 2024 4:10 PM
Quarterly Report
  • The company's gross margin decreased from 77.3% to 75.0% year-over-year.
  • The company reported a net loss of $13.8 million, slightly higher than the $13.2 million loss in the same quarter last year.
  • The company has restated its financial statements due to material accounting errors, indicating a weakness in internal controls.
Worse than expected
8 August 2024 4:08 PM
Quarterly Report
  • The company's financial results were worse than expected due to the need to restate financials because of material accounting errors.
  • The company's gross profit margin decreased, and the company reported a net loss and negative adjusted EBITDA.
  • The company identified material weaknesses in its internal control over financial reporting.
Worse than expected
8 August 2024 4:06 PM
Annual Report Amendment
  • The company's financial results were worse than expected due to the restatement of financial statements and the identification of material weaknesses in internal controls.
Worse than expected
30 July 2024 5:00 PM
8-K Filing
  • The company's financial results for the affected periods were worse than previously reported due to errors in inventory accounting.
  • The restatement will decrease net income for the affected periods.
  • The company has identified material weaknesses in its internal control over financial reporting.
Worse than expected
8 May 2024 4:03 PM
Quarterly Report
  • The company's net loss increased from $9.1 million to $15.2 million year-over-year.
  • The company's adjusted EBITDA decreased from negative $1.4 million to negative $5.5 million year-over-year.
  • The company's gross profit margin decreased from 82.9% to 80% year-over-year.
Worse than expected
8 May 2024 4:01 PM
Quarterly Report
  • The company's net loss increased from $9.1 million to $15.2 million year-over-year.
  • Adjusted EBITDA decreased from a loss of $1.4 million to a loss of $5.5 million year-over-year.
  • The gross profit margin decreased from 82.9% to 80.0% year-over-year.
Capital raise
29 February 2024 4:02 PM
Annual Results
  • The company may require additional capital to maintain and expand its operations.
  • The company may raise additional funds through the issuance of equity, equity-linked or debt securities.
  • The company may also raise additional funds through strategic partnerships and alliances and licensing arrangements with third parties.
Worse than expected
29 February 2024 4:02 PM
Annual Results
  • The company's net loss and negative adjusted EBITDA indicate that it is not yet profitable, which is worse than expected for a company of its size and maturity.
Better than expected
29 February 2024 4:02 PM
Annual Results
  • The company's net loss decreased significantly compared to the previous year, indicating improved financial performance.
  • The company's revenue growth exceeded the market growth rate.
  • The company provided positive revenue guidance for 2024.

Disclaimer: This summary was generated by artificial intelligence and its accuracy is not guaranteed. The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.