Statement of Changes in Beneficial Ownership (4)
November 13 2019 - 4:49PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Bruneau Aure |
2. Issuer Name and Ticker or Trading Symbol
ZIMMER BIOMET HOLDINGS, INC.
[
ZBH
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Group President |
(Last)
(First)
(Middle)
C/O ZIMMER, INC., P. O. BOX 708 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/11/2019 |
(Street)
WARSAW, IN 46580
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 11/11/2019 | | M | | 3150 | A | $113.83 | 3907 | D | |
Common Stock | 11/11/2019 | | S | | 3150 | D | $141.306 (1) | 757 | D | |
Common Stock | 11/11/2019 | | M | | 4718 | A | $104.01 | 5475 | D | |
Common Stock | 11/11/2019 | | S | | 4718 | D | $141.243 (2) | 757 | D | |
Common Stock | 11/11/2019 | | M | | 1613 | A | $103.25 | 2370 | D | |
Common Stock | 11/11/2019 | | S | | 1613 | D | $141.475 (3) | 757 | D | |
Common Stock | 11/11/2019 | | M | | 2910 | A | $121.88 | 3667 | D | |
Common Stock | 11/11/2019 | | S | | 2910 | D | $141.168 (4) | 757 | D | |
Common Stock | 11/11/2019 | | M | | 2780 | A | $114.44 | 3537 | D | |
Common Stock | 11/11/2019 | | S | | 2780 | D | $141.14 (5) | 757 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Employee Stock Option (right to buy) | $113.83 | 11/11/2019 | | M | | | 3150 | (6) | 6/24/2025 | Common Stock | 3150 | $0 | 0 | D | |
Employee Stock Option (right to buy) | $104.01 | 11/11/2019 | | M | | | 4718 | (7) | 3/21/2026 | Common Stock | 4718 | $0 | 1572 | D | |
Employee Stock Option (right to buy) | $103.25 | 11/11/2019 | | M | | | 1613 | (8) | 1/3/2027 | Common Stock | 1613 | $0 | 1612 | D | |
Employee Stock Option (right to buy) | $121.88 | 11/11/2019 | | M | | | 2910 | (9) | 3/21/2027 | Common Stock | 2910 | $0 | 2910 | D | |
Employee Stock Option (right to buy) | $114.44 | 11/11/2019 | | M | | | 2780 | (10) | 3/20/2028 | Common Stock | 2780 | $0 | 8340 | D | |
Explanation of Responses: |
(1) | Represents the sale of 3,150 shares in multiple transactions ranging in price from $140.98 to $141.595 per share, resulting in a weighted average sale price of $141.306. The reporting person will provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each price within the range. |
(2) | Represents the sale of 4,718 shares in multiple transactions ranging in price from $141.005 to $141.64 per share, resulting in a weighted average sale price of $141.243. The reporting person will provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each price within the range. |
(3) | Represents the sale of 1,613 shares in multiple transactions ranging in price from $141.00 to $141.72 per share, resulting in a weighted average sale price of $141.475. The reporting person will provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each price within the range. |
(4) | Represents the sale of 2,910 shares in multiple transactions ranging in price from $141.065 to $141.505 per share, resulting in a weighted average sale price of $141.168. The reporting person will provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each price within the range. |
(5) | Represents the sale of 2,780 shares in multiple transactions ranging in price from $140.995 to $141.59 per share, resulting in a weighted average sale price of $141.14. The reporting person will provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each price within the range. |
(6) | One-fourth of the options vested on each of June 24, 2016, June 24, 2017, June 24, 2018 and June 24, 2019. |
(7) | 4,718 of the options vested in thirds on each of March 21, 2017, March 21, 2018 and March 21, 2019; and the remaining unvested options will vest on March 21, 2020. |
(8) | 806 options vested on January 3, 2018; 807 options vested on January 3, 2019; and the remaining unvested options will vest in equal portions on each of January 3, 2020 and January 3, 2021. |
(9) | 1,455 options vested on each of March 21, 2018 and March 21, 2019; and the remaining unvested options will vest in equal portions on each of March 21, 2020 and March 21, 2021. |
(10) | 2,780 options vested on March 20, 2019; and the remaining unvested options will vest in equal portions on each of March 20, 2020, March 20, 2021 and March 20, 2022. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Bruneau Aure C/O ZIMMER, INC. P. O. BOX 708 WARSAW, IN 46580 |
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| Group President |
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Signatures
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/s/ Heather J. Kidwell, Attorney-in-Fact for Aure Bruneau (power of attorney previously filed) | | 11/13/2019 |
**Signature of Reporting Person | Date |
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