Tornos Ivan 4

What Happened
Ivan Tornos, Chairman, President and CEO of Zimmer Biomet Holdings, was granted 24,436 restricted stock units (RSUs) reported on Feb 19, 2026. The award was reported as an acquisition of a derivative interest (price $0.00); each RSU is a contingent right to receive one share of common stock upon vesting. These RSUs were earned based on performance for the 2023–2025 period and will vest on March 6, 2026.

Key Details

• Transaction date: February 19, 2026; Form 4 filed February 23, 2026 (reporting period Feb 19, 2026).
• Transaction type/code: Award/Grant (A); 24,436 RSUs acquired at $0.00 (derivative award).
• Footnotes: F1 — each RSU converts to one share upon vesting; F2 — awards originated from performance-based grants on Mar 6, 2023 and Sept 1, 2023; 12,184 RSUs earned from the March grant and 12,252 from the September grant, totaling 24,436. Vesting date: March 6, 2026.
• Shares owned after transaction: Not specified in the filing.
• Filing timeliness: The Form 4 was filed Feb 23, 2026 to report the Feb 19, 2026 transaction; the filing itself does not indicate a late-filing flag.

Context
This was a compensation award (performance-based RSUs), not an open-market purchase or sale. Such RSU awards reflect company compensation tied to multi-year performance goals and convert to actual shares only upon vesting (and may be subject to tax withholding and transfer restrictions). Because this is an earned, performance-based grant, it is compensation-related disclosure rather than an immediate indicator of personal buying or selling by the insider.