Form 4: ZimVie Director Sells Shares in Merger

Sentiment:

Insider Transaction Report (Merger Related)


ZimVie Inc. Director Sally Crawford disposed of all her common stock, deferred share units, and restricted stock units following the company's merger into a wholly-owned subsidiary.

Summary

  • Sally Crawford, a Director of ZimVie Inc., reported the disposal of her beneficial ownership in the company.
  • The disposal occurred on October 20, 2025, as a result of ZimVie Inc. merging with MergerCo Inc., a wholly-owned subsidiary of Zamboni Parent Inc.
  • At the Effective Time of the merger, each share of ZimVie's common stock was converted into the right to receive $19.00 in cash.
  • Ms. Crawford disposed of 40,127 shares of Common Stock.
  • Her 6,755.864 Deferred Share Units and 57,728 Restricted Stock Units also vested in full and were converted into the right to receive cash based on the $19.00 Merger Consideration.
  • All her equity awards were accelerated and vested immediately prior to the Effective Time, contingent upon the closing of the merger.

Sentiment

Score: 7

Explanation: Positive for the reporting person as all equity holdings were converted to cash at a fixed price, and unvested awards were accelerated. Neutral for the company as it ceased to be publicly traded, representing the conclusion of a strategic event.

Positives

  • Director Sally Crawford received cash for all her equity holdings, including common stock, deferred share units, and restricted stock units, at a price of $19.00 per share/unit.
  • All unvested equity awards held by Ms. Crawford were accelerated and vested in full immediately prior to the merger's effective time.

Negatives

  • ZimVie Inc. ceased to be a publicly traded company, becoming a wholly-owned subsidiary of Zamboni Parent Inc.

Future Outlook

N/A. This filing reports a completed transaction and does not provide forward-looking statements or guidance for the now privately-held company.

Industry Context

The filing reflects a common outcome in the medical device or healthcare industry where smaller or specialized companies are acquired by larger entities, often to consolidate market share, expand product portfolios, or achieve operational synergies. The cash consideration indicates a definitive exit for public shareholders.

Stakeholder Impact

  • Shareholders: Public shareholders received $19.00 per share in cash, and the company's stock is no longer publicly traded.
  • Employees: Equity award holders, such as Ms. Crawford, had their unvested awards accelerated and converted to cash.

Key Dates

DateDescription
07/20/2025Date of the Agreement and Plan of Merger.
10/20/2025Effective Time of the Merger; Transaction Date for disposal of securities.

Keywords

ZimVie Inc., ZIMV, Merger, Acquisition, Form 4, Insider Trading, Sally Crawford, Equity Disposal, Deferred Share Units, Restricted Stock Units, Zamboni Parent Inc.

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