Vinit Asar - Oct 20, 2025 Form 4 Insider Report for ZimVie Inc. (ZIMV)

Role
Director
Signature
/s/ Heather Kidwell, Attorney-in-Fact for Vinit Asar
Stock symbol
ZIMV
Transactions as of
Oct 20, 2025
Transactions value $
$0
Form type
4
Date filed
10/20/2025, 05:22 PM
Previous filing
Jun 3, 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
ASAR VINIT K Director 4555 RIVERSIDE DRIVE, PALM BEACH GARDENS /s/ Heather Kidwell, Attorney-in-Fact for Vinit Asar 2025-10-20 0001454324

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 ZIMV Deferred Share Units Disposed to Issuer -8.29K -100% 0 Oct 20, 2025 Common Stock 8.29K Direct F1, F2, F4
transaction ZIMV Restricted Stock Units Disposed to Issuer -57.7K -100% 0 Oct 20, 2025 Common Stock 57.7K Direct F1, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

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

Explanation of Responses:

Id Content
F1 This Form 4 reports securities disposed of pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated July 20, 2025, by and among the Issuer, Zamboni Parent Inc., a Delaware corporation ("Parent"), and Zamboni MergerCo Inc., a Delaware corporation and wholly owned subsidiary of Parent ("MergerCo"), pursuant to which, on October 20, 2025 (the "Effective Time"), MergerCo merged with and into the Issuer, with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Parent. At the Effective Time, each share of the Issuer's common stock, par value $0.01 per share ("Common Stock"), reported on this Form 4 was converted into the right to receive $19.00 in cash (the "Merger Consideration"), without interest and subject to any required tax withholding, upon the terms and subject to the conditions of the Merger Agreement. From and after the Effective Time, all such shares of Common Stock were no longer outstanding and were automatically canceled.
F2 At the Effective Time, each deferred share unit (whether settled in cash or in shares of Common Stock, including any such deferred stock unit resulting from the reinvestment of dividend equivalents) (each, a "Deferred Share Unit") outstanding immediately prior to the Effective Time vested in full (to the extent then-unvested) and was canceled and converted into the right to receive cash, without interest and subject to applicable tax withholding and deductions, in an amount equal to the product, rounded to the nearest cent, of (i) the number of shares of Common Stock subject to such Deferred Share Unit immediately prior to the Effective Time and (ii) the Merger Consideration.
F3 At the Effective Time, each restricted stock unit with respect to Common Stock (each, a "Restricted Stock Unit") outstanding immediately prior to the Effective Time vested in full (to the extent then-unvested) and was canceled and converted into the right to receive cash, without interest and subject to applicable tax withholding and deductions, in an amount equal to the product, rounded to the nearest cent, of (i) the number of shares of Common Stock subject to such Restricted Stock Unit immediately prior to the Effective Time and (ii) the Merger Consideration. Each Restricted Stock Unit represented a contingent right to receive one share of Common Stock.
F4 As required by the terms of the Merger Agreement, the Issuer accelerated the vesting, as of immediately prior to the Effective Time, contingent upon the closing of the transactions contemplated by the Merger Agreement, of all of the outstanding and unvested equity awards held by Mr. Asar.