Form 4: Zimmer Biomet Director Sreelakshmi Kolli Acquires Additional Phantom Stock Units

Zimmer Biomet Holdings, Inc. Director Sreelakshmi Kolli acquired 171.496 phantom stock units as part of a deferred compensation plan, increasing her beneficial ownership to 5,221.199 units.

Summary

• Sreelakshmi Kolli, a Director of Zimmer Biomet Holdings, Inc. (ZBH), acquired 171.496 phantom stock units.
• The acquisition occurred on June 30, 2025, and was reported on July 2, 2025.
• These phantom stock units were accrued under the Zimmer Biomet Holdings, Inc. Deferred Compensation Plan for Non-Employee Directors.
• Each phantom stock unit is convertible on a 1-for-1 basis into shares of Company common stock.
• The units are to be settled in shares of Company common stock within sixty days after the cessation of Kolli's service as a Director.
• The price at which these specific units were accrued was $91.11 per unit.
• Following this transaction, Kolli beneficially owns a total of 5,221.199 phantom stock units.

Sentiment

Score: 7

Explanation: The acquisition of phantom stock units by a director is generally a positive signal, indicating alignment of interests and confidence in the company's long-term performance, although it's a routine compensation event rather than a discretionary open-market purchase.

Positives

• Director Sreelakshmi Kolli increased her beneficial ownership in the company through the acquisition of additional phantom stock units, aligning her interests with shareholders.
• The acquisition is part of a deferred compensation plan for non-employee directors, indicating a structured approach to executive compensation and retention.

Future Outlook

Phantom stock units are to be settled in shares of Company common stock within sixty days after the reporting person's cessation of service as a Director, indicating a future conversion event tied to the director's tenure.

Management Comments

• The phantom stock units were accrued under the Zimmer Biomet Holdings, Inc. Deferred Compensation Plan for Non-Employee Directors.
• The 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.

Industry Context

This transaction is a routine insider filing reflecting director compensation, common across publicly traded companies in the medical device and healthcare industry. It aligns the director's long-term interests with the company's performance, a standard practice in corporate governance.

Comparison to Industry Standards

• The use of phantom stock units as part of non-employee director compensation is a common practice in the medical technology sector, similar to companies like Stryker Corporation or Medtronic plc, which often use equity-based awards to align director incentives with shareholder value.
• The 1-for-1 conversion ratio to common stock is standard for such units, ensuring direct alignment with the underlying share price performance.
• The deferral and settlement upon cessation of service are typical features of deferred compensation plans for directors, providing long-term retention and tax efficiency.

Stakeholder Impact

• Shareholders: The acquisition of phantom stock units by a director aligns their interests with shareholders, as the value of these units is tied directly to the company's stock performance.

Next Steps

• Settlement of phantom stock units into common stock shares within sixty days after Sreelakshmi Kolli ceases service as a Director.

Key Dates

Keywords

Zimmer Biomet Holdings Inc, ZBH, Form 4, SEC filing, insider transaction, phantom stock units, director compensation, equity acquisition, Sreelakshmi Kolli