Robert McCormack - Apr 21, 2025 Form 4 Insider Report for Paragon 28, Inc. (FNA)

Role: Officer Title: General Counsel and Corporate Secretary
Signature: /s/ Robert McCormack
Stock symbol: FNA
Transactions as of: Apr 21, 2025
Transactions value $: $0
Form type: 4
Date filed: 4/21/2025, 05:00 PM
Previous filing: Mar 24, 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	FNA	Common Stock	Disposed to Issuer		-203K	-100%		0	Apr 21, 2025	Direct	F1, F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	FNA	Performance Stock Unit	Disposed to Issuer		-20K	-100%		0	Apr 21, 2025	Common Stock	20K		Direct	F1, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Robert McCormack is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	In connection with the terms of an Agreement and Plan of Merger, dated January 28, 2025 (the "Merger Agreement"), by and among the Issuer, Zimmer Biomet Holdings, Inc., Zimmer, Inc. ("Parent"), and Gazelle Merger Sub I, Inc., a wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the Issuer, with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Parent upon consummation of the merger (the "Effective Time").
F2	At the Effective Time, each outstanding share of Common Stock was automatically converted into the right to receive (i) $13.00 in cash, without interest (the "Cash Consideration") and (ii) one contractual contingent value right ("CVR") per share representing the right to receive a contingent payment of up to $1.00 in cash upon achievement of specified milestones, as specified further in the CVR Agreement, by and among Parent, Equiniti Trust Company, LLC, as rights agent, and, for certain provisions, Zimmer Biomet Holdings, Inc., as guarantor.
F3	At the Effective Time, each outstanding (i) restricted stock unit ("RSU") solely subject to time-based vesting conditions and (ii) RSU subject to both performance-based and time-based vesting conditions ("PSU") vested and was canceled, with the holder thereof entitled to receive, with respect to each share of Common Stock underlying such award (with the PSUs vesting at 140% of the target number of shares of Common Stock subject to such PSUs), (x) the Cash Consideration and (y) one CVR.

Remarks:

Officer Title: General Counsel and Corporate Secretary