Form 4: Paragon 28 EVP Andrew James Hill Disposes of Shares Following Merger with Zimmer Biomet
SEC Form 4 Filing
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.
Summary
- Andrew James Hill, EVP of Research & Development at Paragon 28, filed a Form 4 detailing changes in beneficial ownership.
- The filing is related to the merger between Paragon 28 and Zimmer Biomet Holdings, Inc., which became effective on April 21, 2025.
- As a result of the merger, Hill disposed of 126,397 shares of Common Stock.
- Hill also disposed of 10,818 Performance Stock Units (PSUs).
- Each share of Common Stock was converted into the right to receive $13.00 in cash and one contingent value right (CVR) representing a potential $1.00 payment upon achievement of specified milestones.
- Outstanding restricted stock units (RSUs) and PSUs vested and were canceled, with holders receiving cash consideration and one CVR per share.
Sentiment
Score: 7
Explanation: The document is a standard SEC filing related to a merger. While the disposal of shares might be seen as a negative in isolation, it's a natural consequence of the merger agreement, making the overall sentiment neutral to slightly positive.
Future Outlook
The future value of the CVR is contingent upon the achievement of specified milestones as outlined in the CVR Agreement.
Industry Context
The acquisition of Paragon 28 by Zimmer Biomet reflects a trend of consolidation in the medical device industry, where larger companies acquire smaller, specialized firms to expand their product portfolios and market reach.
Stakeholder Impact
- Shareholders of Paragon 28 received $13.00 in cash and one CVR per share.
- Employees of Paragon 28 may experience changes as the company integrates into Zimmer Biomet.
Key Dates
| Date | Description |
|---|---|
| January 28, 2025 | Date of the Agreement and Plan of Merger between Paragon 28, Zimmer Biomet Holdings, Inc., and Gazelle Merger Sub I, Inc. |
| April 21, 2025 | Date of the earliest transaction and the effective date of the merger. |
Keywords
Form 4, Paragon 28, Zimmer Biomet, Merger, Beneficial Ownership, Andrew James Hill, Contingent Value Right, CVR, Shares, PSU, RSU
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