Form 4: Zimmer Biomet CFO Earns 10,632 Performance RSUs
Insider Transaction Report
Zimmer Biomet Holdings, Inc.'s Executive VP and CFO, Suketu Upadhyay, earned 10,632 performance-based Restricted Stock Units, vesting on November 10, 2025.
Summary
- Suketu Upadhyay, Executive VP and CFO of Zimmer Biomet Holdings, Inc. (ZBH), earned 10,632 performance-based Restricted Stock Units (RSUs).
- The number of RSUs earned was determined on October 24, 2025, based on the achievement of certain performance conditions.
- The performance period for these RSUs was from October 1, 2024, to September 30, 2025.
- Each RSU represents a contingent right to receive one share of Zimmer Biomet Holdings, Inc. common stock.
- The earned RSUs are scheduled to vest on November 10, 2025.
- The derivative security (RSUs) had a price of $0 at the time of earning, as they are grants.
Sentiment
Score: 6
Explanation: Slightly positive, as an executive earned performance-based compensation, indicating company performance targets were met, which is generally favorable.
Positives
- The Executive VP and CFO earned a significant number of performance-based RSUs, indicating that performance conditions set by the company were met.
- This aligns the executive's interests with long-term shareholder value through equity compensation.
Future Outlook
The earned Restricted Stock Units are scheduled to vest on November 10, 2025, at which point they will convert into shares of Zimmer Biomet Holdings, Inc. common stock.
Industry Context
The grant and earning of performance-based Restricted Stock Units is a common practice in executive compensation across various industries, including the medical device sector, to incentivize long-term performance and align management interests with shareholder returns.
Comparison to Industry Standards
- Performance-based equity awards are a standard component of executive compensation packages in the medical technology industry, similar to practices at companies like Stryker, Medtronic, and Johnson & Johnson.
- The use of RSUs with a defined performance period and vesting schedule is consistent with best practices for linking executive pay to company performance and retention.
Stakeholder Impact
- Shareholders: Minor potential dilution upon vesting of the RSUs, but the compensation is tied to performance, aligning executive incentives with shareholder value.
- Executive (Suketu Upadhyay): Receives equity compensation, increasing personal stake in the company's future performance.
Next Steps
- The 10,632 earned Restricted Stock Units will vest on November 10, 2025.
Key Dates
| Date | Description |
|---|---|
| 2023-09-01 | Date the performance-based RSUs were initially granted to the reporting person. |
| 2024-10-01 | Start of the performance period for the RSUs. |
| 2025-09-30 | End of the performance period for the RSUs. |
| 2025-10-24 | Date the number of earned RSUs was determined based on actual performance. |
| 2025-11-10 | Scheduled vesting date for the earned RSUs. |
| 2025-11-03 | Date the Form 4 was signed and filed. |
Keywords
Zimmer Biomet, ZBH, Restricted Stock Units, RSU, Executive Compensation, Suketu Upadhyay, CFO, Insider Transaction, Performance-based compensation
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